A Rose By Any Other Name
by AristaHolmes
Summary: The Doctor, The Master, a Temperamental Tardis and a very special Rose. A thread ties all of these together, a thread woven through time. (Full Summary Inside)
1. Prologue: The End of Time

**Full Summary;** The Master steals the Tardis from the Doctor at the very end of time, but the blue Timeship has plans of her own to enact, and drops the meddlesome Time Lord in 1973.

Meanwhile, Rose Tyler has been trapped in the parallel world for three years, but has finally fought her way back to where she should be without shattering the multiverse, but landing in the right universe and finding the Doctor once there are two completely different tasks.

As Jack and his Torchwood Team in Cardiff help Rose acclimatise to her own realm once more, the Doctor has taken on Martha Jones as his new companion after a few months of mourning while drifting through the vortex. As she tries to help the Time Lord move on, Martha isn't expecting to bump into the alien's ex, and is less than thrilled at the competition for his attention.

As they travel, and become accustomed to the changes time and space have wrought, secrets, plans, and traps are revealed that could make or tear apart the Doctor's world in more ways than one. A thread ties all of them together, a thread woven through time.

* * *

 **Prologue: The End of Time**

His blood ran cold and fear froze his lungs as he saw the light of regeneration flow through the frosted windows of his Tardis. There was nothing he could do now, it was too late. He could sense the other Time Lord inside his mind, but all the Doctor could do was stare in fear, despair, worry, concern, guilt, and unadulterated hope as he staggered a step back and waited, and then waited some more for some sound other than the scream of regeneration. Waiting for some sign of who this particular Time Lord might be.

"Doctor! You'd better think of something!."

Jack's shout, Martha's screams and the shouts of the futurekind from the hall beyond them all washed over him. There was a small part of his mind running ahead and making plans, testing them and discarding them but most of his focus was on his Tardis, as terror and hope battled inside him.

"Now then, Doctor! Oooh, new voice! Hello, hello, Hello... Anyway...Why don't we stop and have a nice little chat where I tell you all my plans and you can work out a way to stop me... I Don't Think!."

"Hold on, I know that voice!" Martha gasped from the doorway, distracted from the futurekind fighting to get in, by the words of the newly reborn Time Lord.

The Doctor ignored her, his attention focussed on the biggest potential danger and it wasn't the futurekind. He swallowed hard past the lump in his throat at the strange sing song voice that was somehow still hauntingly familiar. The voice was difference but the intonation, the turn of phrase, it all spun memories in his mind awakening thoughts he'd believed long buried.

Worst of all though, this newly awakened Time Lord was inside the Tardis.

"I'm asking you, really, properly, please just stop, just think!" He managed to choke out at the impenetrable doors of his beautiful ship. He would beg, he would grovel. The Tardis was his home, but the reply he received sent a cold shiver down the Doctor's spine.

"Use my name."

He didn't even hesitate. He knew this Time Lord. They'd once been friends, but now... Now he just wanted his home back, the sounds of his companions were drowned out by the voice from behind those solid blue doors.

"Go on, say my name..."

"Master; I'm sorry-"

"Tough!."

The Tardis engines start to give their signature sound of dematerialization, and the sonic was buzzing in his hand before he could change his mind about causing his ship such pain.

"Oh no you don't!... End of the Universe, Doctor, have fun, bye bye!" was the last sound transmitted from the Tardis before it faded away.

"Doctor, stop him!" Martha screamed, but he'd already done all he could and flicked the sonic closed, ending the long pulse he'd sent in a desperate attempt to fuse her coordinate dials. All he could do now was hope it would be enough to limit their search for the Master... That was assuming they got away from the end of the universe in one piece.

* * *

People assume that time is a strict progression of cause to effect, but from a non linear, non subjective viewpoint it's more like a big ball of wibbly wobbly, timey wimey stuff.

The Tardis could hear The Doctor's words as she hurtled through time, glimpses of the past flashing through her matrix, even though she'd been separated from him when he'd spoken them. While not the most articulate description of the vortex, it was oddly accurate, she thought as she considered the events she now found herself in the middle of.

The hands controlling her flight path were not those of her Doctor. Her Time Lord, and she resisted his orders.

She couldn't refuse entirely, he was overriding her systems, but Her Time Lord had tried to fuse her coordinate dials and the small error it caused in her systems meant she could put this particular Time Lord somewhere other than where he wanted to go. A small time-range pocket within which she could deposit him.

It was simply a matter of choosing the _right_ time. Somewhere he was meant to be. Somewhere that would cause a chain of events that would lead him to this moment. The Tardis could complete the circular paradox that started and ended with this moment, and with a shudder she planted herself in 1973 and refused to move, circuits shutting down and locking him out, for a while at least, this stranger who flew her with a forceful fist instead of a gentle touch.

Hands flipped her switches and turned her dials as his growls of frustration grew louder. He resorted to throwing his mind against her matrix in an attempt to force her to move, but she held fast against his onslaught and after a time he gave in, resigning himself to the slow path until he had the resources to tear her apart.

He knew he could use the telepathy of the Time Lords to get situated, fake his life, and besides, at least doing things this way, he had plenty of time to prepare some traps for The Doctor.

As he stepped out and locked her doors, the Tardis let loose a soft hum of mixed emotions, and waited for her thief to steal her away from the mad man.

* * *

 **A/N:** _I've been fascinated for a long time about the idea that Sam Tyler (Simm's character from Life On Mars) was somehow linked into or related to Pete Tyler (Roses' dad) and I finally decided to have a go at getting my ideas down on paper. I've not listed this fic as a cross-over, as there's very little about Life on Mars in here, it's more a brief nod to the other fandom._

 _Enjoy!_


	2. Bad Wolf

Between being pulled across dimensions by an alternate version of Pete Tyler and the Doctor's whisper calling out to her inside her mind, six long months had passed for Rose Tyler.

Answering his call had led to the worst day of Rose's life. Dalig Ulv Stranden. Bad Wolf Bay. Pure desolation as the words her heart craved were stolen from her as surely as the man who'd been trying to say them. She knew he struggled with those three words, that's why it had meant so much that he'd even tried to force them out.

Rose had known the Doctor couldn't vocalise his feelings the first time she'd worn a dress from the Tardis wardrobe and he'd corrected his compliment of "beautiful" with "for a human."

Dalig Ulv Stranden had ignited hope in her heart and then crushed it by cutting him off, and she knew that even if she managed to find a way back, he wouldn't say it just _because_. Not without an imperative reason. Those three words were far too heavy on his tongue to be cast about carelessly.

Pete had driven them all back to the mansion after the image of the Doctor had faded from the Norwegian beach and Rose had spent the next week sobbing into her pillow, sleeping and occasionally being coaxed into eating something by her mum. Often, she'd wished she'd died instead, it surely couldn't have hurt more than knowing he was out there alone, and yet so far beyond her reach.

She'd told Mickey once that there was nothing left for her on Earth, not after seeing the stars, not after knowing the Doctor but now she found herself in the same position as she'd been in after he'd sent her home from Satellite Five, only this time she didn't have a Tardis to break into to help her escape.

It had taken a week of grieving before Rose could even contemplate pulling herself together, but she knew she had to. She'd promised him she'd have a fantastic life. Told him she was working for Torchwood and he'd been proud, thrilled that she'd not gone back to work in a shop and the memory of his grin at her news helped her stand, shower, dress, leave her room and eat a meal. It helped her survive.

She knew her mum was worrying about her and tried to reassure her, the stress wasn't good for the baby. She put on makeup and tried to smile. Even managed to force a laugh or two at some crappy TV shows, but Jackie knew her too well and so eventually Rose settled into a quiet state between pure desolation and her old bubbly self.

It was a fortnight after Dalig Ulv Stranden when she returned to work. Pete had made sure her job there was safe and she threw herself into the Torchwood Archives. Surrounded by folders and boxes of alien records and devices, a calmness enveloped her mind helping Rose as she fought to maintain her fragile facade, while simultaneously making her more productive as she progressed steadily through the archives. Rose eventually found herself working through alien artefacts one after the other like a machine, experimenting, writing reports, cataloguing and moving on.

She was like fine crystal that someone had struck with a fork. Her head was ringing, full of noise and questions, as tiny invisible cracks began spider-webbing across her surface while she struggled to hold her life together and not shatter completely.

It was a full month after Dalig Ulv Stranden when she realised that she was looking for a way to cross dimensions. The item she'd been cataloguing this time was a book, a history book of a people known as The Eternals. The book was written in an alien language but somehow, despite being a dimension or more away, the Tardis was still able to translate for her, and so she'd been given the task of translating the tome.

It was when she came across the mention of multiple dimensions that things began making sense to her again. Torchwood wasn't the escape she'd thought it was, it was a resource she could use. Hundreds upon thousands of pieces of various technology made it the perfect platform to contact, communicate and trade with other species, and Rose could use it. She could use all of it.

The Doctor had said that Time Lords used to travel between dimensions all the time, and while she suspected that there were no Time Lords in this universe, that didn't mean there wasn't another race that could breach the void.

The history book confirmed the sparks of ideas running through her head. The Eternals knew about different dimensions, and if a species knew about them then it wasn't too much of a leap to assume that there were species who knew how to cross the void. That's how Rose had gone from "Alien Tech Archivist" to "Head of the Department for Alien Outreach" one month after Dalig Ulv Stranden.

With Pete as head of Torchwood, Rose had her pick of staff, and she took her time in choosing them. Mickey was an obvious choice, as was Jake. Both knew her, both knew where she was from and what she was aiming for, and both of them trusted her. They would follow her orders, but also call her on any mistakes.

She stole Torchwood's best medical officer for her new department, Leo Jones, and encouraged his researching tendencies. She got him a state of the art lab, paired him with a scientist Torchwood had head hunted, Melissa Stewart, and let them have free reign with any information they gathered on alien medical technologies, biological information, vaccinations, diseases, plants and animals, and even genetic material of alien lifeforms discovered at crash sites.

She paired Mickey's computer skills with a young inventor named Sara Sato who made John Lumic look like a bona fide idiot and set the two of them loose with any mechanical pieces of alien technology that could be adapted, learnt from or hard-wired into earth technology.

Rose put Jake in charge of the team's combat training, including her own, and with the help of an old friend of his, Jimmy Slight, they were quickly the most well trained force in Torchwood. With the amount of hours Rose had them out in the field though, it wasn't long before the paperwork started piling up and she hired Lucy Coal as her admin assistant and international liaison. The girl spoke more than six earth languages, and when they needed access to other countries resources, her connections were impeccable. Between the two of them the mountains of paperwork swiftly became manageable mole hills.

Pete had jokingly called their combined force the big bad wolf and despite Rose's complaints, the name had stuck. While officially her department was still titled the Department for Alien Outreach, most of Torchwood now knew them as Bad Wolf One.

That had been a year ago, Rose realised, as she walked into their office to find a large cake with a candle stuck on it in the middle of their meeting room table. Rose and Lucy, Jake and Jimmy, Leo and Melissa, Mickey and Sara. The team of eight had officially been instated as their own department one year ago, and Rose hadn't even realised that the time had gone by so fast until one of them had brought in a cake to celebrate. They all loved their job, Rose knew that, but for her the year they'd been working together was just a year without the Doctor, and she stared at the cake in silence. A whirlwind of emotions flooding through her system as she tried to capture each one when they spiked across her mind.

Loss, regret, pride, happiness, contentment, sadness, grief, determination; Mickey's hand on her arm snapped her from her spiralling thoughts and she swiftly plastered a smile across her features. She knew he'd see through it, but no one else would, and that was the important part.

"You alright, babe?."

"Yeah, yes..." she answered him quietly, not wanting to destroy her team's celebrations, "Just... shocked, I s'pose. I didn't realise it had been more than a year since... It feels like so much longer and too long all at once, yah know? But I don't want to ruin this for everyone else, right? This is a means to an end for me, but for the rest of you it's... it's your passions, your jobs and I want to make sure it's sustainable without me."

Mickey nodded, and pulled her into a brief hug before they parted and moved to start the day.

With their choice picks of everything Torchwood located, it hadn't taken long for Roses' elite team to make contact with alien planets and with Rose able to speak to any species they encountered, more often than not social faux pas' were avoided and war's averted. Trade became the norm for Bad Wolf One. Trade of information, of knowledge, of skills and technologies, and by the time they did encounter a race that reacted with violence, the Earth was able to defend itself.

Their weapons were a deterrent, and always something of a last resort, and when the enemy retreated, Torchwood let them. Soon, Earth had space ships being built, warp drive technology, and a reputation for fairness and honesty with a strength to back them up that allowed Bad Wolf One to head out to the planets they'd been communicating with. It let them finally meet the races who'd traded knowledge and technology, to visit their homes and explore the worlds who had helped Earth advance.

They made friends and allies, and the occasional enemy, but everywhere they went Rose would always ask the same thing. Is there knowledge of inter-dimensional travel?

By the time Bad Wolf's 2nd anniversary rolled around, the only answer she had received was a resounding 'No', but despite that answer, she'd begun to see glimmers of wariness in the species she questioned, and she reluctantly let hope begin to grow in her chest.

The first year without the Doctor had been a shock to Rose. The second year they'd accomplished so much that she'd felt a glimmer of hope, but they were fast approaching the third year and Bad Wolf One was no closer to inter-dimensional travel than they had been during the previous months, and it was beginning to look like the third anniversary would bring her very fragile world crashing down around her ears. The third year, Rose thought to herself as she sat in her office with her head in her hands, fighting back tears of frustration, looked like it was going to end in a fresh wave of despair before she was able to force herself to pick up the pieces and keep searching.

* * *

Many evenings passed her by with her head in her hands fighting tears. More than Rose wanted to admit to, but she always forced herself pull her shattered life back together and keep going.

In the team's downtime she continued translating alien texts in the hope of finding more mentions of the Eternals or inter-dimensional travel, but it was like seeking out a needle in a haystack and her actual job, more often than not, got in the way of her personal research, so when Jake knocked on her office door she set aside her notes with reluctant but well practised resignation.

"Emergency message for Bad Wolf Alpha in the communications room," Jake explained, his smile apologetic and Rose smothered a sigh as she stood, heading for the door and signalling for Jake to walk with her.

"What do we know?" she asked, brushing non-existent creases from her white blouse.

"Not much, there's been a small transport ship in orbit for about an hour; it's been monitored but no one felt the need to interfere for the moment, then ten minutes ago we got an audio contact asking for you."

"Bad Wolf Alpha, huh?"

Jake just nodded, "Seems to be the only name they have, and they won't give any more information until they can meet with you" he explained.

Rose hummed to herself softly as she let her mind focus on their limited information and peppered Jake with a few more questions about the small ship before the pair entered the communication centre of Torchwood One.

The staff were well trained, Rose thought, as the moment she and Jake stepped up to the console the technicians cleared out to give them privacy.

Rose spared a moment, while Jake locked the door to the room, to slow her breathing and smooth her expression into a look of calm diplomacy before letting her fingers hit a flashing red button allowing the visual interface to connect.

Displayed on a large screen was a humanoid female that met Roses golden brown gaze with her own blood red orbs in silence. Both women regarded the other with healthy levels of caution, wariness and reluctant respect.

"You wanted to speak to me?" Rose offered the female humanoid the conversation starter but the red eyes remained stoic and all but unreadable.

"You are the one known as Bad Wolf Alpha?"

Rose didn't answer for a long moment, simply crossing her arms and leaning back against one of the abandoned desks while she took a moment or two to observe.

The cold red eyes were the most striking feature, but they were made more so because they were set against pure white skin. Her hair was the same pristine white and even that was made to stand out via the solid black fabric of what seemed to be a dress or robe of some kind.

Shoulders were held firm, neck extended and head high; whoever this was they had rules and guidelines they followed, lived by, and everything about her suggested to Rose that they had little tolerance for anyone who functioned outside of those rules.

"Yeah, I've been called that once or twice," Rose confirmed after the silence extended a moment too long to be natural, "Who are you though?" she added, tipping her head to one side slightly and watching the red eyes narrow.

"I am the Shadow Architect," the albino announced as though expecting to be recognised, but Rose simply nodded.

"Shadow Architect, okay then, and what do you want? 'Cause you've been orbiting Sol three for at least an hour and have only just made contact, and that makes me think you were looking for something, and now you've found it."

On a human the slight movement of the Architect's lips might have been the shadow of a smile, but to Rose it seemed mocking, condescending, and she forced herself not to react and simply wait for her answer.

"We detected an anomaly, something out of place. Something that didn't belong, steeped in void dust and leaking it into the atmosphere of this planet," the white woman explained and Rose did an admirable job of keeping her face blank even as her blood went cold.

"You do not belong in this universe, Wolf, and by order of the Shadow Proclamation you are required to return to your own time and place."

The room seemed to spin for a moment and Rose's mind raced. While she'd not understood the Shadow Architect's title, the Shadow Proclamation she knew of. If she was somehow breaking intergalactic law and they decided that Earth was harbouring her then this conversation could have catastrophic results, but why had the Architect singled her out? There were others with void stuff on them, some of them who belonged to the other universe, but the woman had only delivered this ultimatum to her and she frowned at the screen openly.

"I'm not here by choice, I'm trapped here," Rose explained, deciding to be honest about her situation and feeling a rush of relief at the surprise on the woman's face.

"You cannot stay, the others we have identified have filled holes that have been left by the dead, their void dust is being absorbed by the universe, but you do not belong."

Rose nodded slowly, accepting the words as they sank into her mind. Pete and Jake were born here, they belonged had their place, while Mickey and her mum had both taken up spots that had belonged to other people, real people who had once existed in this world, but Rose had no space to fill. Rose Tyler had never existed on this planet, in this universe, and she'd never felt like she fit either.

It was like over filling a balloon; eventually it was going to burst.

She'd thought it was because she didn't have The Doctor or the Tardis and tried to fill the ache with work, aliens, translations and looking for a way back, but if the Shadow Architect was right then it was because she had no place to slot into, no alternate person to become.

"I understand, but I also have no way to leave," Rose explained, "Believe me, if I had a way to return I'd already have used it... I've been searching for nearly three an' a half years now," she explained, and the woman leant back from the screen, her eyes moving away from Rose to something beyond as she seemed to frown in thought.

"Very well..." there was a moment of what seemed to be hesitation before her red eyes returned to Rose, "do not attempt to leave Sol Three, I will contact you again within one Earth day."

With her command issued the connection ended and Rose was left blinking at a blank screen in surprise, her mouth opening as her jaw worked on silent words that wouldn't come.

"Well, what the bloody hell was that about?" Jake asked from the back of the room by the still locked door, and Rose turned to stare at him for a long moment as she tried to process everything the Shadow Architect had told her.

"I have no idea," she admitted softly, letting the room stay silent for a moment before she shook her head.

"Alright, get someone in here to monitor the communications for the next twenty-four hours. If she calls back, I want to know about it the moment it happens," she ordered and Jake nodded.

"Head home, boss, something tells me things are gonna get crazy pretty damn soon," Jake grumbled and Rose agreed softly, shooting one last glance over her shoulder at the screen before heading back to her office to lock her files away so she could take his advice.

* * *

In the end it was just over a week before Torchwood received the promised call from the spaceship still orbiting the planet. It had been the one day Rose took off work and a small part of her wondered if they knew, if it was some kind of test to see if she would take the call or try to run, try to hide. To see if she would attempt to stay.

Rose made it to the communications room in record time. She was almost certain she was going to get a speeding ticket but she didn't care, pressing the flashing red button to connect the call the moment she was able to calm her breathing from the run through the building enough to speak.

"Architect," she greeted, nodding slightly and the woman offered the closest thing to a smile she had displayed so far.

"Bad Wolf. To recap, you have no wish to stay but do not possess a way to return to your own universe, is that still correct?."

"Yes," Rose answered, "when I was trapped here, I was told that the walls between worlds had been sealed-"

"That is an accurate analogy for the complex process of inter-dimensional infrastructure," the albino cut her off, "To add to that, however, walls must breathe or else that which is contained within would suffocate... To that end, the Shadow Proclamation is willing to help you return to your dimension."

As the world fell away around her, Rose's composure evaporated and she openly gaped at the woman.

"What?" she all but breathed, "but... why would you help me?" she asked, confusion and caution warring with the blossoming hope in her chest, and all of it painted clear as day across her face.

"Your presence here is causing damage, Wolf. If you were here intentionally you would be tried and executed for your crimes, but you pleaded not guilty and expressed a willingness to co-operate with the Shadow Proclamation, showing a willingness to leave if there was such a way."

The Albino levelled what was almost a glare at the young human before continuing, "We have found you a method by which you can leave; I recommend taking this offer Bad Wolf, because its alternative will not be pleasant for you."

Rose was silent but only because of the shock filtering through her system, and the Architect had growing fury written all over her features by the time Rose was able to react.

"Thank you."

It was the albino's turn to be shocked, but Rose could barely see through the tears of relief filling her eyes.

"You have no idea... _thank you_ ," she managed, and the red eyes staring at her softened for the first time, becoming gentle at the humans palpable relief.

"When will you be ready to leave?" she asked and Rose took a deep breath, running through her mind everything she would need to prepare and quickly realised that besides saying goodbye, she could practically leave immediately. Her whole life had been focussed on finding a way home and she let her shoulders straighten and her arms fall from where she'd wrapped them around herself to hang loosely at her sides.

"Can you give me twenty-four Earth hours to say goodbye to my family?" she asked, "and after that I can leave whenever is best for you," Rose offered and the woman nodded, seeming pleased by the time frame.

"Very well, we shall reconvene here, tomorrow... at the thirteenth hour, Earth time," the Architect decided, and Rose nodded her agreement, grinning and thanking her all over again before they cut the communication.

Rose stood silently for a long moment in the empty office and she let her eyes flutter closed in relief as pure joy flooded through her veins.

She was going home.

* * *

 **A/N:** _Fun Fact: The main character from "Life on Mars" was originally meant to be named "Sam Williams", but the production company, Kudos, felt this wasn't striking enough and requested that the screenwriter, Matthew Graham, come up with an alternative surname._

 _Graham asked his young daughter for her opinion and she suggested "Sam Tyler". Graham subsequently discovered that his daughter had named him after the Doctor Who character Rose Tyler._


	3. Witch Hunt

Standing in the communications room and waiting for the Architect to initiate contact, Rose let her mind linger over the last twenty four hours filled with goodbyes.

Her mum had been the hardest.

While Rose had spent the afternoon playing with her brother, snapping pictures and cramming in as many memories as she could manage, she'd felt her mum's eyes on her the entire time.

It was only after Pete had put Tony to bed and retreated to his home office, that Jackie dragged her into the kitchen, plied her with tea and all but erupted.

Her fear forced out words that she hoped would guilt Rose into staying, but Rose wasn't a nineteen year old girl any more who thought that the best she could do was eat chips, work in a shop and come second best to a football match in the eyes of her comfortable boyfriend...

* * *

"How do you know you can trust this Shadow person, eh?" Jackie asked Rose, barely avoiding slamming a mug of tea onto the table in front of her daughter. The crash made her wince and stare at the ceiling a moment as she waited to see if the sleeping toddler upstairs would wake or not.

When the rest of the house stayed silent, Jackie turned her eyes back to Rose and glared at her, "They could be tricking you, lying, you could die."

Rose wasn't used to her mum's anger being hissed quietly, much more comfortable with the loud shouting matches, but she also didn't want to wake her brother so just let Jackie rage at her for a few minutes until she'd calmed enough for Rose to answer quietly.

"The Shadow Proclamation is a galactic wide law enforcement... group," Rose tried to explain. She didn't really know too much about them, but she didn't want to tell her mum that.

"They know I don't belong here, and they're well within their rights to execute me for the damage me being here is doing... so why would they lie?" Rose asked, ignoring her mum's whimper of fear, and tear filled eyes.

"We have no allies or weapons strong enough to fight them, so there's nothing stopping them from pressing charges... They have nothing to gain from tricking me, and everything to gain by helping me get back home."

The moment the words left her lips, Rose was forced to smother a wince as her mum's eyes flared, furious all over again. 'Home' was the wrong word to use, but it was too late to retract it now so she resigned herself to the often repeated argument.

"This is your home, you _are_ home Rose, he left you here, and if there's a way to get back then why hasn't he found it? hmm? You're not smarter than a nine hundred year old alien madam, so don't go thinking you can manage what he can't! Airs and graces, I always said you'd start getting them if you forgot where you come from-"

"Enough," Rose hissed, "The Tardis is my home. You are my family, but so is the Doctor and the Tardis... Everyone moves out, everyone leaves home and what exactly do you want me to do, mum? Stay here until you die and I have no one left? Nothing to live for? 'Cause that's what would have happened, except now my choices are leave or die" Rose snapped, her voice quiet but sharp, and she hid her anger in a mouthful of hot tea as her mum stood staring at her, apparently shocked into silence.

She could almost feel the tension leak out of the room and a moment later her mum's warm hand landed on her shoulder and pulled her into a hug.

"I'm sorry, Rose..." she whispered, and Rose instantly caved, returning the hug gently, barely able to hear the words her mum was muttering into her shoulder.

"I'm just gonna miss you, love, I don't want to lose you, but I understand, I do, really... S'just..." Jackie pulled back and cupped Roses face with her hands, thumbs brushing across her cheeks as she smiled at her, "You're my baby, an' I worry about you an' that's never gonna change."

Rose offered a watery smile and nodded, "you'll always be my mum, an' I'll never ever forget you, you know that, right? No matter where I am, you helped make me who I am... couldn't get rid of you if I tried," Rose teased, and then laughed softly when Jackie swatted the back of her head, knocking her blonde locks over her shoulder before they both returned to their tea.

Neither woman said any more that night, and when Rose went home to pack what she wanted to take, neither of them said good bye. If Jackie hugged her a little harder that usual for a little longer, and Roses voice broke as she whispered her love in her mum's ear, then it wasn't mentioned.

* * *

Rose knew that if there was a way to visit, like she had before, then there would be no stopping her. She also knew it wasn't possible. She'd never see her mum again, but at least this way she would have the Doctor and the Tardis. If she stayed, she'd have no one, but staying was no longer an option, if it had ever really been an option at all.

Mickey had surprised her. Even knowing how much the spineless teen had changed into a confident man, his easy acceptance of her decision had been unexpected, and when he'd shown up at her front door at 7am to see if she needed anything, she'd not been able to do anything but pull him into a tight hug...

* * *

The doorbell rang, and Rose shoved the last piece of her omelette into her mouth before heading for the door. It would be the last time she'd ever have post, and she couldn't stop a bright grin creeping over her face.

"Morning Tom, anything good or all bills today?" she asked as the door swung open, blinking in surprise when she realised it wasn't her postman but Mickey, laughing at her softly.

"Hey, I heard you've found a way back... Thought you might need a hand packing," he offered gently, eyes smiling at her, and she'd flung her arms around his neck, letting him catch her.

"What's this for?" he asked sounding more than a little baffled and Rose pulled back a moment later.

"I thought everyone was gonna make this so damn difficult; Thank you," she admitted gently, and Mickey sighed.

"Your mum?"

Rose nodded, dragging him into her small flat and closing the door behind him, "yeah... I mean, I get it, really, but she knows I've been looking since that day on the beach..." Rose sighed again, and lifted the kettle in a silent offering of tea, but Mickey shook his head.

"I don't think Jackie ever thought you'd actually find a way, I warned her though, I told her that nothing would stop you two finding each other again, it's what you both do, it's what you're good at."

"What d'yah mean?" Rose asked, folding her arms, and tipping her head with a small frown and Mickey grinned.

"Rose, it's always been you and him, yeah? Ever since ' _Did I mention it travels in time?_ ' Ever since ' _Did you miss me?_ ' Ever since ' _Always wait five an' a half hours_ '," Mickey smiled gently and brushed away the single tear Rose had let fall, "every person in the world dreams of a love like that and I'd bet most people in the universe. I know how much you love yah mum, but you can't give up a future for a past. I think Jackie knew that, but..."

"But it still means losing me, yeah" Rose finished softly.

"Now, come on, no more crying, You got that rucksack you nicked from the Recon team's equipment room? Should be able to fit a good number of memento's into that thing, your photo albums should fit in the bottom, and your laptop'll hold the rest of your pictures, right?"

Rose had taken a long moment to stare at her oldest friend as he dug through her closet searching for the oversized rucksack that she'd not even thought of, he sought it out so that she could pack her memories away and take them with her, and a flush of gratitude ran through her that made her pull him close in another hug, with soft whispered thanks.

Mickey had returned her hug gently, letting her lean on him for several long minutes until she managed to pull herself together and the two of them spent a quiet morning filled with laughter, packing the important parts of her life into a rucksack.

* * *

Mickey drove her into the Torchwood Offices as well so that she didn't have to take her car in, and she'd settled herself in the communications room to wait.

As the morning passed minute by minute, work colleagues came to wish her well and say good bye, and eventually her team came to say their own farewells and to speak with her one last time.

Alone with her, each of them had words of thanks, gratitude, trust, love and affection. Regret that she was leaving, understanding that she had to, needed to, wanted to. Their support, like Mickey's, brought her near tears several times, but overall she drew from their strength in the same way they always drew from each other out in the field.

Mickey would take her place as team leader, and in that role he eventually ushered everyone back to their office leaving her alone to wait, the quiet hum of the machines the only sound to mark the passage of time.

It was nearly one o'clock when she heard the door open again and turned her head to see Pete Tyler standing there, gently closing the door behind him.

"Rose," he started and she smiled at him gently as he drew closer to stand beside her.

"Thank you," she whispered and he glanced at her, the question in his eyes, "For looking after mum, for loving her," Rose clarified, and Pete shook his head.

"I'm sorry I couldn't quite manage to do the same for you," he offered and Rose shook her head.

"No, you were right... I don't belong here, I'm wrong here... and I think I might have resented you if you'd tried to take the place of my dad. You're amazing, but there was no Rose here for me to replace," she said gently and let her head lean on his shoulder, "You made a great step-dad though, Pete, I'm going to miss you."

She heard him clear his throat, before he turned suddenly and pulled her into a tight hug, pressing his cheek to the top of her head as he all but crushed her to him.

"You take care now, I don't wanna have to tell your mother you're stuck somewhere and Torchwood had to rescue you," he told her roughly, and Rose nodded, her own throat tight, and the sound of an incoming communication made the male Tyler step back from her.

"I know I wasn't a father to you, and there's nothing I can do to change that now... but you are amazing, Rose, truly." he told her gently, smiling at her for a long moment before he stood straight, and brushed out his suit, "The Doctor had better realise just how lucky he is," he added, before shooting a sharp look at the incoming message, and shook his head.

"You'd better get that, Agent Tyler, we shouldn't keep our guest's waiting."

It was the last thing he said to her before leaving the room. He hesitated at the door, but Pete didn't look back at the girl who, once upon a time, could have been his daughter.

* * *

The Architect's ship drew Rose aboard with some parallel version of a transmat beam, and while it didn't induce amnesia Rose did find herself violently ill for nearly an hour.

While she was being treated in the small medical bay on the ship, they left the Earth behind and by the time she was able to make her way back to the command deck to finally meet the Shadow Architect face to face, the view outside the ship was filled with darkness and glimmering stars.

The first thing to strike Rose was just how tall the woman was. She stared for a long moment before deciding that she was probably even taller than the Doctor, and the woman let her keep staring until Rose realised and flushed.

"Sorry," she offered, "It's good to meet you face to face, at last," she offered and the woman nodded.

"We've nearly reached our destination; When you expressed a desire to leave, the Proclamation sought a way to facilitate your departure," the Architect explained, inviting Rose to claim an empty seat at a disconnected control panel, returning to her own seat where she could overlook her ships crew.

"Right now we have, in our custody, a creature that was banished into the void at the dawn of the universe. She would already have been executed, except that she is dying and asked for clemency," the Architect explained, "Her situation has been under debate for some time, but it seems she can be of use to us in solving the problem of your presence on this side of the void."

Rose frowned as she listened and shook her head, "But if she was banished into the void, why aren't you sending her back?" she asked and the albino smiled, apparently approving of the question.

"The situation is this; The Carrionite can send you back to your universe... We have no way to return her to the void, so we can either execute her or allow her to live out her last few months before she dies naturally... In exchange for her assistance in returning you to where you come from, the Proclamation has agreed to allow her to live out what remains of her life. A few months here will not do irreparable damage to our universe, and it avoids what would otherwise be an unnecessary death on your part."

Rose nodded, "It seems... simple enough," she agreed, her tone was cautious though and the Albino's smile grew.

"You are wise to be wary; The danger involved is unknown. We could seek another way, but there is no guarantee that there **is** another way and, in the meantime, the Carrionite may die trapping you here all over again and sentencing you to death in the process."

Rose swallowed hard against the lump in her throat and fell silent, thinking on the woman's words. She didn't know how much time passed and the Architect made no move to disturb her thoughts but eventually Rose raised her determined golden brown gaze to the blood red orbs still watching her.

"I'd like to speak to the Carrionite first, but... I don't think this is an opportunity I can pass up," she admitted softly, and the woman nodded.

"Were our positions reversed, I suspect I would feel the same way. I'll have one of the crew show you to your room. The Carrionites are not the easiest creatures to converse with, you should rest before we arrive."

The tone to their conversation was the kindest yet, her words compassionate and her manner gentle and bordering on pleasant, but Rose could still sense the dismissal in the suggestion and couldn't help but grin.

Rules and regulations, she'd predicted, and now that the job had been explained to her, she'd been ordered off to sleep like a misbehaving child.

Regardless of how much she wanted to stay where she could get the most information, Rose felt content knowing she'd accurately assessed the species, despite not know what that species was, and allowed herself to be escorted and settled into a small but comfortable bunk.

Although Rose hadn't done anything particularly taxing, and in spite of the excitement and trepidation flooding her system, Rose somehow managed to fall asleep and dreamt of finding the Doctor for the first time in, what felt like, a very long time.

* * *

When a crew member came to wake her up, the ship had already landed and Rose could honestly say she had absolutely no idea where she was.

Being led through what she assumed was the location of the Shadow Proclamation, Rose let herself observe her surroundings with interest. The tall hallways were made of what looked like white stone, the tiles beneath her feet were sleek, their unpigmented surface was unmarked by dirt or scuffs and even the lights were producing a bright colourless glow, that gave everything a stark and clinical feel.

As she was guided down several flights of stairs, Rose was led into a hallway lined on one side by what looked like simple yet comfortable hotel rooms, except for the containment fields stopping the prisoners leaving or the visitors entering.

Her guide explained that the Architect had given permission for her to speak with the Carrionite, but when Rose was retrieved from the cell block, she must have her answer ready; To leave, be executed, or remain in a cell of her own in the hopes that a better method of transportation could be found.

She was given a small stool to sit on and placed opposite one of the hotel room prisons before being left alone with the creature inside. The starkness of her surroundings gave Rose nothing to do but stare.

The being that stepped towards the containment field looked like an old woman, wrinkles coating her features and her frame curled in on itself, rotting from the inside out. White eyes showed age old wisdom and a level of danger that was unexpected from her feeble looking frame, while her wispy grey hair floated as though dancing in a light breeze as she slowly limped her way towards Rose, coming to a stop and leaning heavily on a long walking staff.

"Valiant Child, Bad Wolf, Rose Tyler..." the woman croaked, and Roses eyes narrowed.

"You're not as blind as you appear," she responded softly, and the old woman all but cackled.

"You are my salvation or my executioner," the crone told her, perching gently on the end of her small bed, looking Rose directly in the eyes despite her apparent blindness, "do you seek to travel between dimensions, Rose Tyler?"

"What's your name?" Rose asked, ignoring the question. The Carrionite knew she did, that was the whole point of their mutual deal with the Shadow Proclamation.

The Carrionite was silent for a long moment, as though considering the question before she grunted a soft sound of surrender. "I am Mother Deathswing; I am Carrionite, as you are human. I am Wordsmith, as you are Team Leader."

If she didn't know better, Rose would have thought this woman was merely an old human, but there was a power in her words that made the air vibrate, her staring white eyes and small smile of amusement drew a shiver across Roses skin.

"The Shadow Architect claims you have a way to return me to my universe," Rose said, waiting for a moment to see if Deathswing would pick up the thread of conversation but she remained silent, "how can you do it? How does it work?" she asked a moment later, frowning slightly.

"Luck," the Carrionite told her, her lips twisting into a grin, before she shook her head as though sensing Roses confusion.

"Allow me to explain... I am a Carrionite. Our abilities range into what humans would call magick. My kind thrive on death and destruction, blood and bones, and for many ages we roamed across the universe spreading death in our path and thrilling in it. Eventually though, all things must end and The Eternals found a way to banish us into the deep dark. That which they called The Howling and you call The Void," Deathswing told her slowly, her voice raspy but firm.

"If you were banished, then how come you're here, now?"

"Some of us escaped... Two of my sisters, and a child returned from where we came from to attempt a complete return of the Carrionites. I am old though, so very old even for my kind, and so I chose another direction, an entirely different universe, so that I might live to the end of my life without the threat of being banished once more hanging over my head... things didn't exactly go as I planned," she growled, her frustration with her own predicament leaching through her words as she darted her white eyes around the room she was locked in.

"I am dying. My life is limited to months at best, so I pleaded my case to live out my days on a comfortable planet... When they were seeking a way to travel dimensions, I sensed that I may be of use to them..." Deathswing eyed her speculatively and smiled, "I can open you a stable gateway between this universe and the one you came from."

"But you still haven't said how," Rose shot back, sighing as her frustration with the Carrionite grew and she clasped her hands together with forced patience, "I want to make sure I'm not going to shatter the multiverse if I accept your help-"

"I would like to be alive at the end of your journey as well, Rose Tyler, I gain nothing from obliteration... the procedure is perfectly safe for the multiverse... I couldn't send just anybody across the endless nothing, but somehow, some way and some where one of my sisters has named you, Rose Tyler, and that has created a link between here and there that I can manipulate to catapult you across the void."

Rose was silent for a long moment, turning this new knowledge over in her mind. If someone had 'named' her, whatever that meant, it had to have something to do with the Doctor. She could see no other reason why a creature in a parallel world would be interested in her, especially not a creature she'd never even encountered before, and that made her all the more determined to find her way back.

"What are my chances?" Rose asked softly, raising her eyes from where they'd focussed on the floor while she turned her thoughts over in her mind, "how likely am I to come out the other side alive?"

"You will be alive on the other side, but there are risks, of course... There is no time inside the void, and so the journey may take you a matter of minutes or a matter of years, there is no way to tell. The time at which you emerge will be pure chance, but it will be after the moment you left that world," she explained, taking a breath before continuing.

"The other risk is how your isolation will affect you. There is no time, as I said, so you will not age, but there is also no light or dark, no sound or silence, no taste, no scent... and there is no telling what possible side effects that the isolation of your senses may cause when you emerge on the other side."

"Any other risks? Dangers? Possible disastrous problems?" Rose asked, arms crossing as a deep frown of thought crept over her slowly.

"None. You will arrive on the other side alive, and both universes will be unharmed from the travel... That is all I can guarantee."

Rose nodded and leant back in the chair with a sigh. What more could she ask than that? It was the best chance she'd found in three years and even if her life hadn't been on the line, Rose knew she'd have leapt at this opportunity before she'd found herself in her current predicament.

"You had better start thinking about what planet you want to retire too," Rose told the Carrionite softly, and the old woman's whole frame relaxed in almost palpable relief.

Different species and cultures; Aliens to each other in every way, the Human and the Carrionite shared a small smile of two people searching for a happy ending, and both awaited the Shadow Architect in oddly companionable silence.

* * *

Standing before an assembly of overly tall humanoids, all of them shining a pristine clinical white, just like the building, with several hundred blood red eyes gazing down at her in silence, meant that it took every scrap of confidence she'd gained working for Torchwood to ensure that Rose didn't shiver, or take several steps back in intimidation invoked fear.

The only kind eyes in the room belonged to the Architect who had orchestrated the entire assembly and Rose took comfort in her presence, even if the rest of the room appeared to be carved from marble for all the emotion they were showing.

"Carrionite known as Deathswing... you have requested a planet to live out your final months upon... The Assembled Proclamation has approved your request on one condition; you will use your abilities to return the being beside you to her own universe. Is this task within your abilities?" the Architect demanded, her voice firm, and her eyes bore into the white gaze of the Carrionite.

"It is," the witch confirmed and the albino continued.

"Are you willing to complete the task the Proclamation asks of you as payment for our leniency?" she asked, and Deathswing nodded making Roses stomach do backflips.

"I am."

"Rose Tyler, otherwise known as Bad Wolf, of the three options provided to you by the Shadow Proclamation, do you consent to this verdict?"

Somehow Rose kept her voice strong and firm and met those red eyes that seemed to have a hidden smile inside them just for her and she nodded, "I do."

"Very well then," the Architect announced firmly, "The Carrionite will pay the price now; please proceed, with the proclamation as witness."

The albino took her seat and the tension in the room climbed a notch or two as the blonde human turned to face the wizened woman who was her ticket home.

"Good luck," Deathswing offered, her tone almost gentle before power flared off her in waves, and her eyes all but glowed. A single twisted arm raised, a finger and elongated nail protruding from it towards Rose and her voice was low and calm, but the strength behind it made certain her words carried to every ear in the room.

"No time to worry, you must head out,

The storm is heading for the South,

The Wolf will guide you to the Howlings mouth.

Wherein the Rose would wither and die,

The Wolf ensures you will survive,

to seek your pack and once more thrive."

As her words came to a close, Rose felt the sharp jab of the witches nail hit the centre of her chest and ice flooded her body.

She wanted to scream but couldn't move. Wanted to open her eyes but realised they weren't shut. She could hear nothing. Smell nothing. See nothing, not even darkness unless she closed her eyes, and that's exactly what she did. Seeing nothing, not light or dark was too confusing, her mind had no way to process it, and then Rose realised that she couldn't feel anything either.

There wasn't ground beneath her feet, or wind on her face. She couldn't feel her rucksack on her back, or her jeans against her legs, and she'd have said she felt numb, but that implied some kind of internal sensation. She panicked when she realised she couldn't feel her heart beating or her lungs expanding and contracting with breath and as she shot, drifted, flew, wandered and traversed the eternity of the void in a momentary span of time, Rose screamed in silence.


	4. Words of Power

"I gaze upon this bag of bones,

and now I name thee, Martha Jones."

Just like that the girl collapsed and the Doctor barely managed to stop her crashing to the ground, lowering her gently as he frantically searched for a pulse.

"What have you done?!"

"Only sleeping, alas," the Carrionite sighed, and Martha's pulse beneath his fingers calmed the Doctor, confirming the witches words, but anger rose to take the place of his panic and he turned dark eyes on the woman as she mused to herself, unaware of the building danger kneeling before her and laying Martha to the ground gently.

"It's curious, her name has less impact... She's somehow out of her time..."

The Doctor shifted as if to stand and Lilith's eyes snapped to him, a finger outstretched warningly and he froze.

"And as for you, Sir Doctor..." she hesitated a moment, head tipping to one side as her eyes sparkled with curiosity, "Fascinating, there is no name. How would a man hide his title in such despair... oh, but look! There's still one word with a power that _aches_!"

"The naming won't work on me," the Doctor growled but something in the crooning of the Carrionites voice made a sliver of ice trail down his spine, and a flicker of doubt gnawed at him.

"But your heart grows cold,

the chill wind blows,

and carries down the distant Rose.

No time to worry or go forth,

The storm's descending from the North,

Now heed the howling of the big Bad Wolf..."

The fury erupted and he rose to his feet, her words echoing in his mind like the cloister bells inside the Tardis and for a moment he couldn't catch his breath but he forced himself to draw in air as he advanced on the smirking witch, watching him carefully as caution suddenly overtook her stance.

"Oh **big** mistake! 'Cause that name keeps me fighting! The Carrionites vanished, where did you go?" he snarled and she turned away from him then, regaining her personal space and he felt a dark thrill of satisfaction that he had unnerved her as much as she had him.

Rose. Would the Carrionites' power stretch across dimensions? Had she felt the call of her name? Why had the Bad Wolf been mentioned once more?

He forced himself to concentrate on Lilith's answer to his question though, there was nothing he could do to help Rose, even if she had been affected, but he could save Martha and stop the end of the world. Again.

"The Eternal's found the right word to banish us into deep darkness."

"And how did you escape?" he growled impatiently.

"New words. New glittering words, from a mind like no other."

Of course, the grief of a genius and the Doctor sighed, "Shakespeare."

That was why the Tardis had landed them here. He wasn't going to tell Martha that this hadn't been his intended landing spot. For one trip, she didn't need to know the peculiarities of the Tardis.

"His son had perished, the grieving mind of a genius wordsmith was potential without measure, the madness just enough to let is in and together we crafted our escape."

"How many of you?"

"Four of us escaped, but only the three made it through the deep dark to this world... Not to worry though, the play tonight shall restore the rest and then the human race will be purged as pestilence!"

It occurred to the Doctor that she was being far too honest with him, more forthright than he had expected, less riddles and more prose and he braced himself accordingly. At some point this was going to turn from a tête-à-tête into an attack, and he could already feel his body producing the additional adrenaline he'd need to react or run.

"From this world we will lead the universe back into the old ways of blood and magick!" she finished, smirking and he drew a deep breath before responding.

"Sounds like you've got a lot to do, busy schedule and all that, but there's just one problem... To do all that, first you've got to get past me."

As the Doctor spoke he'd slowly advanced on the Carrionite again, until he stood before her, staring down into her amused blue eyes. She seemed unphased by his words though and simply smiled.

"You are merely a man, intelligent yes, but ultimately easy to manipulate, to distract, it shall be a pleasure..." Lilith purred, curling her arms around his neck even as the Doctor stared her out, brown eyes cold and unmoved.

"Considering my enemy has such a... handsome shape," she continued, voice lowering to a dark rumble and lips drifting close to his skin, making the muscles in his shoulders tense, as he raised a single uninterested eyebrow. She wasn't Rose.

"Now, that's one form of magick that's definitely not going to work on me..." he told her dryly, less than unamused.

"Oh, we'll see..." The Doctor blinked in surprise at her words, unconcerned by his blatant rejection and then his brown eyes widened when he heard a metallic sound beside his ear and Lilith danced back and away from him with a lock of hair in her grasp, and a soft giggle that wasn't exactly what he'd have called comforting.

"What is that for? What did you do?"

"A souvenir-"

"Well give it back!" He advanced on her swiftly, long legs carrying him forward but she turned and literally flew out of the window, hovering in the air just beyond his reach as he ran frustrated fingers through his hair, finding the missing patch and growling at her floating form.

"Well that's just cheating..."

"All men are merely puppets in the hands of a woman, Doctor... or a Carrionite," She took the hair and began winding it purposefully around the head of a small doll that she had pulled from some internal pocket of her cloaked form.

The Doctor could do nothing but watch, his mind racing for a solution as he calculated exactly what she was holding and what she could do with a strand or four of his hair.

"Now... you might call that magick, but I call it a DNA replication module," he growled, finger raised warningly but she simply smirked, tying off his hair, and holding the doll before him.

"What use is your science now? I simply cannot have you getting in the way, Doctor, no matter how... interesting you may be."

His sharp cry of pain woke Martha as Lilith stabbed the metal scissors into the doll, drawing a thrilled laughed from her lips as she vanished, flying up and further into the skies of London, leaving the Doctor lying, silent now, on the ground as the windows slammed closed behind her.

"Oh my God, Doctor, I've got you!" Martha shouted, panicking and she scrambled her way over to his body, rolling him on his back and pressing her head to his chest even as she remembered, and draw back with a relieved sigh.

"Hold on, mister... two hearts!" she slapped his arm and watched his lips twitch into a grin as his eyes flickered open.

"You're making a habit of this..."

Just like that he sat himself up and draw a deep breath having successfully tricked the Carrionite into leaving. He hadn't been able to risk her doing more damage. One heart down was enough for him.

The Doctor rose to his feet and promptly collapsed to his knees with a surprised shout of pain he'd not been able to suppress, barely aware that Martha had caught him on the way down.

"I've only got one heart working," he exclaimed through clenched teeth as the pain washed over him.

Of course, he'd known that, but lying on the floor with only one heart working, while uncomfortable, hadn't been painful. In his attempt to move, his second heart was trying to compensate for the lack of his first and now it _really_ hurt. There wasn't enough oxygen getting to the rest of his body, his brain...

"How do you people cope?" he asked his human companion in shock.

No wonder the human race only used around 10% of their brains, their lungs and hearts didn't supply the brain with enough power to do any more with it... if they ever genetically advanced enough to incorporate a binary vascular system... well now wasn't the time for that.

"I've got to get the other one started... Hit me... Hit me on the chest..." he felt like he could hardly concentrate enough to get the words out, but Martha didn't hesitate, thumping him with the firm force of a medical professional and he groaned.

"...other side!"

She hit him again, and he grunted. That had been better, it had jumped a little, once more should do it and he let himself fall forward onto his hands, "On the back..."

He felt the increased pressure of her linked hands crashed into him, and knew that was enough force, she'd just missed though, "left a bit..."

One more crash and he sucked in a fresh breath of air, back arching as his heart restarted and began flooding his brain with additional blood, oxygen and all that other good stuff it had been denied. It was a little bruised, but he couldn't stop and wait for it to heal, no matter how short of a time it would take.

"Ah, lovely... there we go... Ba-da-boom-ah! Well what are you standing there for? Come on! The Globe!"

He was off, running, knowing she'd follow, she had nowhere else to go and he was, as Rose had once said, the designated driver.

It was time to save the world again. He could rest later.

* * *

Tosh had left the hub first and Jack could see in her eyes she just needed to get out. Go home and hide in her safe space.

Ianto had left shortly after that. He'd lingered, offered to get coffee, but Jack had told him to go home and rest.

Owen had buried himself in the morgue for a few hours while Jack finished up the paperwork on the newly designated 'Ghost Machine', but eventually even Doctor Harper had been forced to go home for the night.

Gwen had stayed, silently slumped in the chair in Jack's office. Curled under a blanket on the other side of his desk, and when the last of the paperwork was done and the computers powered down Jack turned his world weary blue eyes on her shock frozen features.

She had silent tears leaking from her eyes occasionally, and the drying tracks down her face left the Welsh woman looking so very young that Jack instantly decided he couldn't just send her home to a boyfriend who didn't understand and pushed himself to stand from his desk quietly.

The rough wet towel against her hands startled Gwen and she jumped in the seat, blinking down at Jack as he knelt before her and gently washed the dried blood from her hands.

"What... what are you doing?" she asked, her voice hoarse as though she'd been screaming for the long hours she'd been lost inside her mind. Half of her expected some kind of cheeky flirtatious response, but Jack's blue eyes didn't waver from where he was stroking the wet towel across her hands, the white fabric now stained red as the dried flakes lifted from her skin.

"Helping," he told her simply, and continued washing away the blood in comforting silence.

Gwen let him. She didn't have the energy to fight him, and something in her chest loosened as she watched Ed Morgan's wasted life disappear from her skin one gentle stroke at a time. The smooth steady motions seemed to hypnotise her a little and she found herself breathing in time with the swipes of the towel until Jack dropped it onto his desk and stood up, her hands still in his, gently guiding her to her feet.

"Come on, let's get some air," he offered and Gwen just nodded shakily.

Exchanging the blanket for her jacket Gwen followed Jack out of the hub in silence. She didn't ask where they were going, or why, just followed the enigma she worked for with blind trust and when they ended up standing side by side on the roof of a building, staring out at the water in constant motion, she finally felt able to take her first truly deep breathe in hours.

Jack didn't speak again or ask her questions and as the minutes turned into hours the tension eased from her shoulders and she slowly realised that he wouldn't ask.

He'd let her speak, if she wanted to, let her keep her own counsel, if that was what she needed and the unconditional acceptance of whatever she might require in the messy aftermath of Ed Morgans death was such a relief that Gwen suddenly found she needed to talk. Needed someone who might understand and with the skyline brightening on a new day she took a shaky breath, slowly, and her arms wrapped around herself, hands gripping her elbows against the cold or possibly the ice at her core.

"I killed him... I've still got his blood on my hands," she managed at last, "It'll never wash off."

It hadn't been what she'd been planning on saying, but she felt the words had a ring of truth anyway so she paused and let the sound settle between the two of them as Jack turned his patient gaze from the waterfront to her face.

"He killed himself," Jack told her, and he must have seen a flash of something in her features, disbelief or self loathing because he followed up with a soft sigh, "Come on, Gwen, Look... the sun's coming up," he offered, tilting his head out towards the horizon, a quirk on his lips as he tried to draw some kind of smile from her but her face felt frozen and not just from the cold.

"A new day," she muttered softly, unsure how she felt about the world carrying on when it felt like her own world had disintegrated and reformed into something she didn't recognise.

"The city'll be awake soon... All those people, all that energy-"

"All those ghosts," Gwen cut in, her voice hard and Jack fell silent, the coaxing tone leaving his voice, and the spark in his eyes faded but he curled his arm around her waist and pulled her shivering form against his side, letting the comforting warmth soak through his military wool coat and into her body.

"We're surrounded by 'em," he told her softly, the American lilt to his voice wrapping around her as reassuring as his arm around her waist, "we can't see 'em, we can't touch 'em but they're there, all right. A million shadows of human emotion. We've just got to learn to live with them," he finished, gazing down at her and Gwen just let herself collapse. Her features crumbled and her eyes slipped closed in exhaustion.

She didn't have the energy to resist the comfort he was offering and she let her head drop down to his shoulder and ignored the tender kiss he pressed to the top of her head.

He wasn't just offering her empty comfort but acceptance, forgiveness and understanding, and no matter how unworthy she felt right now, Gwen knew she needed everything he was giving her. They stood on that roof, the silence no longer tense but soothing, and watched the sun rise on a new day and a new beginning.

The two were startled some time later by a soft beeping coming from Jack's coat that made the American jerk back from her in surprise, and pull out a small device. It looked like a phone but it wasn't the one Gwen had seen Jack use previously.

"Damn it... The alarms... the rift activity's off the charts..." he swore softly, and glanced down at the welsh woman as though reluctant to leave her.

"Well, come on then," she told him, pushing him towards the stairs they'd climbed hours before and letting him take her hand as they ran for the hub, her exhaustion getting pushed to the back of her mind in favour of their current emergency.

Despite the alarms having been triggered, the plass seemed calm bathed in the predawn light, and the hub itself was still sealed down tight. The street lift hadn't been accessed and when Jack led them through the small tourist shop none of their perimeter alarms had been triggered and the pair still needed to enter the access codes to unlock and open the several checkpoints into the hidden offices below the Roald Dahl Plass.

The device tucked into the pocket of his coat was still issuing soft beeps of warning and in spite of the calm surrounding the hub, Jack drew his weapon and snagged Gwen a gun from the first weapon cabinet they passed once inside, passing it to her with a murmur of "Just in case..."

Both of them moved cautiously through the hub to check the rift readings on Tosh's computer and Jack cursed.

"Whatever came through the rift, came through inside the hub," he told Gwen softly and let his eyes start roving the over their surroundings, trying to spot anything out of place. In silent agreement they began moving through the hub, checking under desks, inside various offices, using hand signals to communicate and clearing each section together as they went.

They eventually found their rift debris inside Jack's office but even as Gwen pointed her weapon at the still form, Jack gasped loudly and lowered his own.

"Rose-?" The name came from the Captain's throat in a strangled groan, and he was moving towards the intruder a heartbeat later, sliding his gun into it's holster.

Falling to his knees he gently pulled the stranger's limp form into his arms, and Gwen caught a glimpse of blonde hair, and very human looking features as Jack cradled her body to his with one arm while his free hand stroked gently over her face.

His fingers brushed back her hair and, shaking, began looking for a pulse and any signs of breathing to tell him that the woman in his arms was alive.

She was small, Gwen noticed as her own gun lowered slightly, and slim... thin and half starved was more accurate, but her skin was pasty, almost grey and a thin film of sweat coated her features, leaving her golden hair to hang in limp locks around her face. She could have been dead apart from the strained mask of pain her features were warped into, in spite of her current unconscious state.

What shocked and scared Gwen the most though, was the absolute heartbreak in Jack's blue eyes when he lifted them from the blonde body cradled in his arms, as though the woman was made of crystal instead of flesh and bone, and the shattered note in his voice when he all but begged her to call for Owen.

Without any more explanation than that, Jack scooped the stranger's unmoving frame into his arms, and practically ran from his office, heading towards the medical area allocated to Owen that was far too often used as nothing more than a morgue.

Gwen prayed, for Jack's sake, that this time there would be a different outcome.

* * *

A violent shiver racked Rose's frame as the chill of the room crept through her skin and soaked her to the bones. She felt her lashes cling to each other as the muscles struggled to pull her eyes open, flinching closed a moment later when the bright light hit her pupils before she could truly take in her surroundings.

"You better get down here, she's waking up."

The voice was brisk and no nonsense and it hurt her ears, a shaking hand raising to one of the aching appendages even as her own whimper of pain rang out, sounding overly loud.

"You need to stay still, try not to move-"

"Shhhh..." Rose managed to hiss at the stranger, and they immediately fell silent. Her face stayed tense as the pain in her ears faded and slowly she released a breath she'd not realised she'd been holding and tried to reopen aching eyes, prepared for the brightness of the room this time, only to find that the lights had been dimmed. A man, whose lab coat and medical gloves made her instantly categorise him as a doctor, was cautiously moving back towards her from a light switch, his eyes narrowed as he studied her intently.

"Looks like at least some of your senses have been heightened, sight, sound... best try not to move too much until we can figure out the extent," he murmured softly, almost seeming to speak to himself rather than her, but while his voice was quieter, it's tone was no less rough.

She nodded cautiously in response, even as her eyes flickered around the circular room, habit forcing her to absorb her surroundings and she tried to focus on the last thing she remembered as her mind catalogued her options for attack and escape.

"What do you remember?" the man questioned and she almost smiled. She couldn't help the sudden flood of amusement at the familiarity; the sheer number of times Rose had landed herself in a medical ward meant she could practically complete a post-incident assessment on herself.

It was a good question though, and she bit her lip instinctively, only to release it a moment later at the sharp burst of pain the soft pressure had caused.

"Not... much," she croaked, her throat was raw and suddenly she remembered the screaming and her frame shivered at the memory. The Shadow Architect. The Carrionite. The Void.

Rose sighed. None of them had promised the trip would be easy, but it would be worth every agonising moment if it had worked. If she was home.

"Where... am I?"

"Rose!"

Despite the pain now ringing through her head from the loud shout, she knew the voice and her body rocked upright from its previous prone position. Her head spun towards the shout just in time to see Jack Harkness run through a door at the top of the ramp leading into the circular room.

He didn't bother coming down the ramp though, just jumped over the rail and wrapped her up in a hug. It brought tears to her eyes as his familiar old coat tore at her sensitive flesh, and she forced herself to hug back, arms clinging to him tightly and pulling him close, letting herself soak in his familiar warmth.

He didn't know she was crying in pain and Rose had no intentions of telling him, tightening her grasp around the Captain's body and burying her face in his neck, shuddering against him in relief and agony as both of them ignored the doctor who was trying to tear them apart.

"-ing Jack, her senses are hyper-sensitive, you could be hurting her!" the man finally snapped, and Jack practically leapt back from her in an instant, pulling a soft fear filled noise from her throat as Rose grabbed for his hands before he could let go entirely. Both of hers finally managed to keep hold of one of his, small fingers twining around his so he couldn't retreat further.

"Don't... Jack... Where am I?" she all but begged, honeyed eyes wet with tears of relief and fear locked onto his face and searched his expression with a deep seated need to understand what was happening.

He brought up the hand she wasn't clinging to like a lifeline and brushed away her tears, looking torn between elation that she was there and misery that he'd caused her pain no matter how unintentional.

"Rose Tyler, meet Doctor Owen Harper, you're at Torchwood three, Cardiff office-"

"Torchwood?" he saw her back stiffen, and Owen's eyebrows raised in surprise.

"My branch, the only branch since Canary Wharf got destroyed..." Jack continued, eyes serious and Rose blinked. When he'd said Torchwood she thought she'd failed, that the whole thing had been some kind of dream or nightmare, that she was still trapped a universe away from the Doctor, separated by the void, but there hadn't been a Jack working at her Torchwood, and there hadn't been a Cardiff branch at all.

As he clarified though she started to believe that her memories were real, and she forced herself to blink several times to absorb her friends words. It took her a few moments, but slowly she began to make sense of it all and she understood Jack's hesitancy.

It was after the battle, she'd been on the list of the dead according to the Doctor. Jack was running the Cardiff Torchwood and while this universe's Torchwood had been a malevolent force, she trusted the Captain. Torchwood was different; maybe not completely but enough that she was, at least temporarily, safe. For now, that was all she needed to know.

She was back. Her universe. Her home. Her Doctor.

She shifted and carefully repositioned herself on the thin foam mattress she'd been placed on, wincing as the blanket that had been draped over her rubbed against tender skin, and her jeans were almost making her legs ache with the pressure.

"Will this... fade?" she asked the newly introduced doctor, her free hand waving around to indicate her over sensitization, still refusing to release Jack, and noticing that he didn't seem to mind.

"The hyper-sensitivity?" Owen asked, arms crossed and still making a concerted effort to keep his voice low, "I don't know, depends what caused it."

His words were blunt and he didn't bother sugar coating the truth and Rose let her shoulders drop in relief, not entirely sure she had the mental acuity to extract the facts from between useless lines of well meaning platitudes.

"What, exactly, happened to you?" Owen asked her, shooting Jack a half hearted glare for the previous interruption as he restarted the questions he needed to ask her.

Owen didn't miss the blonde's glance at the Captain for reassurance, or his bosses nod that allowed her to start speaking, but didn't comment for the moment, just tucking the information away in case it became relevant.

"I was travelling... through the void."

"That's impossible-"

"Owen, you might want to re-evaluated the meaning of the word impossible if Rose plans on sticking around," Jack said softly, laughing at her blush, but there was a tension to his frame that Owen recognised. Despite his words, Jack had been unnerved by her admission, and the doctor analysed their body language for a long moment before nodding a temporary acceptance of her claim.

"I was... trapped, in a parallel universe," she told them, her words cautious and slow but sure and steady, "I was offered a way to come back, and I took it... I didn't spend a lot of time asking about things like side effects. It was possible to come back and survive the trip, that was all I needed to know," she admitted at last, chin raising slightly and Owen wondered just how many times she'd had to defend her decision that the challenging tilt to her head had become habitual.

He saw Jack spot the motion as well, but both men ignored it, and Owen almost smirked at the unguarded surprise that flashed through her golden brown gaze.

"So you're originally from this universe?" Owen continued, making a few notes on her medical chart and she nodded, "and why'd you come back?"

"That's not relevant," the blonde all but growled, her voice turning hard and both Owen and Jack looked at her in surprise.

Jack knew the reason; Of course it would be the Doctor that drove her, but it was the low commanding tone that took over her voice that drew his blue gaze. Even as both men stared at her with a mixture of wariness, surprise, shock and caution, the small fragile looking blonde let one shoulder shrug and her face melted into a disarming grin that had Owen taking a single step back from her and a chill climb Jack's spine at the easy way Rose turned from commanding to charming.

"Sorry..." she offered, "'s been a long day. It's really not important though I just... didn't fit... it wasn't right there... I had to leave."

The room stayed silent for a long moment as Rose waited, her soft smile in place and then Jack let go of her hands and slid an arm around her waist, pulling her into a gentle hug, snapping Owen out of his contemplation of the strange blonde and clearing his throat.

"Well, s'just a theory," he began, carefully hooking his clipboard and pencil onto the end of her improvised-morgue-slab-turned-bed, "Considering nothing's supposed to be able to travel the void-"

"Almost nothing," Jack corrected, and Owen glared.

"Nothing good; The Void's nothing, completely nothing. No light, dark, no sound, sight, taste, touch, texture-"

"There a point to this, Owen?" Jack cut the doctor off again, feeling Rose tense with the arm he had resting against her spin and the Owen glared at the Captain, shifting his weight slightly before continuing.

"A human body going through that could react in the same way it would to prolonged exposure to sensory deprivation. Extreme levels of sensory deprivation, and not just some senses, all of them. If that's an accurate diagnosis, and if there's no additional side effect, your body could probably adapt to sensations again over time, and becoming less perceptive, muting things back down to a normal human level."

"That's an awful lot of could's and if's..." Rose managed, her voice forcefully light, a shaky laugh escaping her as her words trailed off and Owen shrugged again carelessly.

"We've pulled a lot of shit outta the rift, but I can't say we've pulled a person out before. Gotta say you might be one of a kind, sweetheart," Owen offered, smothering a grin at the blonde's surprise in the face of Jack's black glare. "You might always find yourself more sensitive, long term heightened senses. It might take a few weeks or a few years to fade entirely, or never. Really it would depend on how long you've been deprived of stimuli, and how unused to that stimuli your senses are, but what with there being no time in the void either, that's even more difficult to work out."

There was silence as Rose let his words roll around in her still muddled head and Owen let loose a sigh that almost seemed exasperated, as though he was eternally tired of having to dumb down his explanations, and Rose found it oddly comforting as the badly hidden frustration reminded her of her Doctor.

"In other words, I can pretty accurately diagnose the cause, but as far as I can tell there's no cure other than the highly likely expectation that you will recover on your own in some indeterminate amount of time."

Despite his frustrations being reassuringly familiar, or maybe because of them, Rose couldn't hide the dry sarcasm his practically useless analysis drew from her.

"Gee, thanks," she drawled, her voice flat, but her words dragged a bright grin from the man that surprised her.

"At last, someone down in this pit with a bit of spirit! You'll be fine," Owen decided with a casual wave of his hand, and pulled the latex gloves from his hands before tossing them carelessly in a nearby bin to the sound of Roses soft laughter.

Once Owen confirmed that Rose was stable, and Jack was satisfied with the multitude of tests his medical officer had run, Owen was allowed to go home again and with the rest of his team still recovering from the Ghost Machine, Jack had allowed himself to stay by Rose's side until she'd succumbed to sleep once more, and then he'd set to work.

With the small blonde officially dead he knew she had nothing but the clothes on her back and whatever was inside the rucksack she'd had strapped to her.

No name, no money, and nowhere to go and Jack wasn't going to let that situation be what she awoke to the next time her honey brown eyes flickered open.

* * *

On the third morning that Rose woke up on her makeshift bed in Torchwood's morgue, she stretched out under the soft blankets Jack had supplied her with, rubbing her cheek against the barely there fabric of her pillow, only to freeze. She cautiously shifted again, before letting herself fully register that the weight of the blankets didn't feel like they were bruising her skin, and her pillow that had scratched against her face the previous day, now felt like she was resting against a summer cloud.

With a gasped intake of breath she launched herself to the floor and stood frozen for a moment, waiting for the dull ache in her feet to hit, but it never came and she couldn't smother a delighted laugh escaping her lips.

She celebrated by making a pot of tea and waking Jack with a hot cup that she wouldn't have been able to hold onto the previous day, let alone drink. It took the sleepy Captain a moment to realise what her small hand holding a hot cup of tea meant, but a moment later he pulled her laughing form into the tight crushing hug they'd both been craving since their impromptu reunion.

With touch once again under her control Rose could move, stand, sit and run. She could hold hot drinks and handle cool metal tools. It also cleared her head of constant discomfort; it allowed her to think.

Her hearing was still sharp and light hurt her eyes. The combination of the two exacerbated inputs gave Rose a near constant headache, but she was controlling that with carefully regulated painkillers. The heightened sense of smell and taste were forcing her into at least three showers a day and restricting her meals to bland tasteless foods. The only thing she was able to stomach easily was her morning cuppa.

Despite the restrictions this placed on her, the mere fact that her touch sensation had returned to a normal level had Owen more confident that her other senses would also recede given enough time, and careful stimulus. More or less, he'd added with a grin that earned him a swift punch to the arm from Gwen.

It was a week before Owen decided there was no need for her to stay in medical and be monitored. An hour later, Jack had shown her to a decent sized room that he'd furnished with a small but comfortable bed, a desk, small wardrobe and enough shelving that Rose was convinced it had previously been some kind of storage room.

While the Captain didn't confirm her suspicions, he also didn't refute them.

It took her a few days to get settled into the room Jack had given her, and to explore the easily overlook passageways inside the Torchwood hub that held everything from archived alien artefacts, to the state of the art shower rooms. All the better to remove alien blood, goo and other secretions, Jack told her with a grin that made the blonde roll her eyes.

Slowly though, Rose learnt the routine and began to wake early enough in the morning so that she was up, showered and halfway through her breakfast by the time everyone arrived for the scheduled work hours. With an ease that surprised everyone, she had been able to slide herself into the Torchwood team, barely causing a ripple.

The first time they'd needed to go out on location, Rose had sat herself at a workstation, used Jack's details to log in, and proceeded to patch herself into their comms, monitoring atmospheric readings from the hub and relaying any pertinent information to the team.

While they were in the hub, Rose busied herself with maintaining the armoury, checking the weapons for damage and cleaning them regularly. As her senses slowly began to dull down, she could be found in one of the training rooms attacking a punchbag with jabs and kicks to keep her reflexes in shape, and sometimes when neither of them could sleep for nightmares, Rose and Jack would spar until one or both of them collapsed in exhaustion.

It was only when, six weeks after she had landed unconscious in the middle of the hub, Jack handed her a wage packet, that she realised he'd added her to the staff list, and after some scolding for not telling her about it, the two spent the evening with beer and pizza creating an alias that Rose could use outside of the hub.

She was still looking for the Doctor, but so was Jack and they both knew that not only did Torchwood have the best resources to locate the elusive Time Lord, but that at some point or another he would have to make a pit stop at the rift for the Tardis to refuel. Until then, Rose decided as she lay on her bed, inside her bedroom in the Hub of Torchwood Cardiff, she would bide her time helping Jack and being 'Defender of the Earth' for just a little while longer.


	5. Speaking From Experience

The groan of the Tardis was comforting in that the Doctor didn't want any more arrows piercing the front door of his beautiful time ship.

"There we are then, back in the vortex, no longer being chased by the Queen's guards."

"And you've got no idea why she went all Red Queen an' 'Off with his head' on you?" Martha asked, leaning against the console as she caught her breath and the Doctor grinned.

"Nope, s'gonna be fun finding out though!" he declared, shoving his hands into his pockets and meeting her disbelieving eyes.

The moment was familiar for the Doctor, the release of tension at the end of an adventure and he felt his hearts clench in his chest as every we-survived-let's-celebrate-hug he'd ever shared with Rose flashed through his mind and he began moving round the console flicking any unconnected switch he spotted, just to give his hands something to do.

"So what now?" Martha asked, no longer breathless and with sparkling eyes alight with the discovering of all of time and space.

"Just one trip. That's what I said. One trip in the Tardis, and then home," His voice was tightly controlled and The Doctor knew he should stick to what he'd said, set the coordinates for London the morning after he'd picked Martha up, but his fingers hesitated over the dials.

His words sat hovering in the air as he considered his choices. Between taking Donna home the previous Christmas and finding Martha at the hospital, the Tardis had been so quiet and empty... almost cold, if not for the ship's' constant gentle touch against his mind... and then there was the pain that had radiated through Rose's eyes on that beach when he'd told her he would be travelling alone...

"Although..." he continued, dragging the word out and shooting Martha a glance across the console, "I suppose we could stretch the definition, a little... Take one trip into past, one into future. What do you think?"

Her face lit up and the Doctor grinned at her brightly as the young woman announced that she had no complaints. He hadn't expected her to, he could already see she was hooked and that more than anything should have convinced him to take her straight home before something happened to Martha like it had to R-

He stopped his thoughts from continuing on that path, and let his mouth have free reign, "How about another planet?" he half tempted and half dared the human, his fingers tapping across the console as he considered and discarded several hundred potential locations.

"Can we go to yours?"

Rose wouldn't have asked.

"Ah, there's plenty of other places..."

Martha's innocent question ground his huge mind to a halt and left only that singularly unfair thought ringing in his ears. Rose wouldn't have asked. Moments later he was berating himself. Rose wouldn't have asked that because the first place he took her was to see her own planet burn like the giant prat he was... had been. Still was.

He'd shown that innocent teenager the end of her whole world, nearly gotten her killed and then instead of comforting her he'd told her that it wasn't just her world, but his world too. Every world. Everything dies. He'd never understood how she'd gotten him to spill one of his darkest memories a mere twenty four hours after meeting her, nor how she'd not run screaming from him after that first trip.

Either way he wouldn't, simply couldn't, tell Martha just like that. That peaceful easiness belonged to Rose alone.

"-What's it like?"

The Doctor shook his head, but not answering her would draw even more questions he didn't want to answer and without permission from his mind, he started to speak.

"Well... S'beautiful, yeah," he offered half heartedly, hoping she'd drop it, but the medical student continued, oblivious to his pain.

"Is it like, you know, outer space cities and stuff?"

"I suppose so," he answered again, eyes fixed on the Tardis screen, studying the readouts and not absorbing a single piece of information as Martha's words clawed at his hearts and tore open wounds that Rose had slowly, silently and gently sewn shut with her unwavering compassion and hours of patience.

"Great big temples and cathedrals!" Martha continued, her imagination painting an image that was crippling him in her naivety.

"Yeah."

Part of him was screaming to tell her that Time Lords had no place for religion, and the temples that had once existed had been removed when Rassilon came to power.

Another part of him wanted to shout for her to be silent, to show her the tatters she'd made of his hearts before taking her home.

The smallest part of his mind, but the one with a slightly northern accent which was currently winning the fight, insisted that she didn't know any better, the poor stupid ape, that he should just agree and let her think what she wanted.

"Lot's of planets in the sky?"

"A burnt orange sky," he said after she stayed silent for a moment, indicating that she expected more of a response than his agreeable noises. He'd told Rose about Gallifrey, because she'd never asked and he wanted her to know. Martha's questions made him want to keep his favourite places secret. He wouldn't tell her about the Cadonwood tree he'd climbed as a child, or the ledge halfway up the Mountain of Solace that gave the perfect view of the twin sunrise.

"With mountains that go on forever, slopes of red grass capped with snow, and the citadel enclosed in a mighty glass dome."

He very carefully didn't lie, choosing his words with a delicacy he didn't know he could manage any more when it came to speaking about his planet, but the few cautiously selected facts he'd chosen to divulge seemed to satisfy her curiosity while whetting her appetite for more.

"Can we go there?" she asked, her question almost a breathless sigh and his hearts clenched again forcing the Doctor to throw off his sudden bout of melancholy, and shake his head.

"Nah... Where's the fun for me? Tell you what, I've got a better idea..."

He took off then, running around the Tardis as though he could run from the memories her questions had awoken. His switch flipping and dial spinning was no longer a random pattern to keep his hands busy, but a familiar sequence that would take them somewhere magnificent.

"Year five billion and fifty-three, planet New Earth. Second hope of mankind. Fifty thousand light years from your old world, and we're slap bang in the middle of New New York. Although, technically it's the fifteenth New York from the original, so it's New New New New New New New New New New New New New New New York. One of the most dazzling cities ever built..."

It occurred to the Doctor, as the Tardis landed and he led the way towards the doors, swinging his coat on while telling Martha about their location, that he should probably have taken her somewhere else. He didn't want to replace the memories of the time he and Rose spent here. He didn't want Martha to replace Rose. He didn't want _anyone_ to replace Rose.

It was too late though as the two of them stepped out of the Tardis and straight into the tail end of a rain storm.

"Oh, that's nice. Time Lord version of dazzling," Martha grumbled, and the Doctor resisted the urge to raise an eyebrow at the human beside him and offer to take her home. He knew his lack of patience was just a side effect of reminiscing about Gallifrey though, so forced himself not to react to Martha's complaints.

"Bit of rain never hurt anyone; Come on, let's get under cover, over there," he told her, pointing with a brief nod and flipping the collar of his coat up against the droplets of water, before he dragged her out into the rain to explore.

They'd barely moved twenty feet from the Tardis before Martha spoke again, "well, it looks like the same old Earth to me, on a Wednesday afternoon," she complained, and the Doctor resisted rolling his eyes.

"Alright... hang on; news console, let's have a look then," he responded, moving towards the small screen tucked away under a small wooden awning that kept most of the rain off them while he ran the sonic over the device in an attempt to get something from it that would satisfy his exceptionally picky companion.

The screen took a moment, but it did eventually buzz to life with some kind of traffic report, and the Doctor beamed happily as the screen displayed a wide shot of familiar apple-grass.

"Oh, that's more like it. That's the view we had last time!" he exclaimed, taking a single step back from the screen and spinning in a circle as he examined their current surroundings with a fresh eye, "This must be the lower levels, down at the base of the tower. Some sort of under-city," he explained, wondering why the Tardis had dropped them here.

Maybe she didn't want the memories of Rose replaced either, but the Doctor pushed the thought to the back of his mind to contemplate later.

"You've brought me to the slums?"

The hint of disdain and touch of frustrated anger in the girl's tone drew the Doctor's attention and he sighed internally. There was just no pleasing some people, he decided, frowning at Martha slightly. She was standing on an alien planet, five billion years in her future and she was worried about where they'd parked?

"Much more interesting; It's all cocktails and glitter up there. This is the real city" he told her.

"You'd enjoy anything," Martha replied and the Doctor made a concerted effort not to think about how Rose would have been thrilled to see such a different part of a world she'd been to before.

"That's me. Ah, the rain's stopping. Better and better."

He tried not to imagine Rose wandering off, running through the filthy narrow alleyways and stumbling across children playing some kind of game and joining in with light and laughter. He really did, but Martha's complaints made it difficult for him not to make the comparisons.

"When you say last time, was that you and Rose?"

Just like that his thoughts of Rose ground to a halt and so did the Doctor. He paused for a long moment before his hand went to rub at the wet hair clinging to the back of his neck.

"Uh... Yeah. Yeah it was... Yeah." he answered softly, his voice light in an attempt to deflect any further questions but Martha was undeterred.

"You're taking me to the same planets that you took her?" she all but demanded and the Doctor felt his shoulders tense defensively. The Tardis was his. He was the pilot. If he wanted to visit the same seven planets in week long cycle for a year it was no one's business but his. ' _No arguing with the designated driver,_ ' Rose's voice muttered in his head and he frowned down at Martha.

"What's wrong with that?" He asked, voice deceptively soft.

"Nothing. Just ever heard the word rebound?" the human all but snarled, and his eyes narrowed as she moved to stalk past him. Without thinking about it the Doctor's hand shot out and grasped Martha's elbow in a firm but gentle grip and turned her to face him.

" _Rebound_ suggests that I'm attempting to forget about her, which I am not. I told you when you came onboard, you are not replacing Rose," The Doctor told her, his voice low but steady, despite the thunderous pounding of his hearts.

He held Martha's eyes a moment before he sniffed, and released her, shrugging as he slipped his hands into his pockets and stared down the street over her shoulder, "besides, if I never revisited planets, never took new guests to places I'd been to with previous companions, I'd soon run out of universe to show people," he added lightly, brushing past Martha in the direction she'd been about to stalk off in.

"Come on then..." he finished with an inviting tilt of his head as several shop fronts opened and the people behind them started shouting, trying to sell chemical moods. With his head whipping left and right as he tried to follow the shouted sales, something in the Doctor's gut told him that today was going to be another very long day

* * *

As the basketball was tossed around the hub, the shouts and laughter from the Torchwood team brought a thrilled grin to Rose's features as she tracked the path of the ball and moved to intercept it.

Myfanwy cut in front of her though and Rose let out a groan of frustration as the prehistoric dinosaur allowed Owen to pass to Gwen with ease. The games had started as a way to stimulate Roses senses, sight used to track the ball's movements, hearing the shouts and laughter, smelling the sweat their activities generated.

Slowly as the weeks turned into months her heightened awareness had faded. Not entirely back to a simply human level, but enough that if she wanted to make use of her enhanced abilities, she had to concentrate to utilise them.

They were an odd number as no matter what Rose bribed him with, she could never convince Ianto to join in, but since the games had started for her benefit Rose simply switched teams each game to keep things fair.

Tonight she was playing alongside Jack and Tosh, and smothered a relieved grin when Jack intercepted the basketball Owen had thrown, only to turn and come face to face with Gwen.

She was surprised when the American hesitated, and a moment later Gwen had stolen the ball, tossed it up to Owen on the catwalk and they all watched in disbelief as the doctor sunk the easiest win of the evening.

"Jack!" Rose whined good naturedly as Gwen and Owen celebrated.

"First round's on you, boss!" Rose heard, and shook her head as she approached the Captain.

"You're useless, you're totally useless!" she told him, smacking a light punch to the ex-time agents arm but he just grinned at her as she sighed, ignoring the crowing cries of victory from Owen and Gwen.

"That was an illegal move," Jack defended himself, shooting a playful glare at the doctor as Tosh chimed in, agreeing while they all grabbed their coats and bags.

"Yeah, keep telling yourself that," Owen announced, "Losers," he taunted as they began to file out of the hub for what had become the obligatory after-match drink.

Jack tossed the basketball at Ianto, who had entered the hub silently and without comment, before using his now free hands to form a 'W', accompanied by a silent a ' _Whatever_ ' behind the doctor's back that had Rose stifling a giggle.

"Hey, Ianto, you wanna come grab a drink with us?" Rose asked the Welshman as he stood in the entranceway in silence, still holding the ball Jack had tossed at him, while the other four strolled past without comment. Just because he didn't play didn't mean he couldn't come with them, but no one else seemed to realise that he'd been practically ignored.

Rose was glad she'd taken a moment to ask when surprise flickered across his face before he caught himself and offered a dry smile.

"No, thank you... Looks like there's a fair bit of cleaning up to do here," he said softly and Rose glanced around the room.

"Oh leave it, we made it, we can clean it up, yeah?"

"Have you ever known Jack clean up his own mess?" Ianto asked softly and Rose frowned at the odd note of bitterness she could hear in his voice, but a shout interrupted her before she could say anything.

"Rosie, you coming or not?" Jack shouted from the lift, his hand the only thing keeping it from closing on her and her eyes snapped to his familiar features, blue eyes radiating impatience but also a puzzled question at her delay.

"Go on then, they'll be getting antsy," Ianto encouraged, but Rose frowned.

"You sure you don't wanna come?" she asked and he shook his head, drawing a sigh from the blonde, "alright, but if you change your mind we're heading for that pub across the plaza, The Blue Boar, 'kay?"

She waited for the nod of agreement, before slinging her bag over her shoulder and running into the lift Jack was holding.

"Well 's about bloody time, what took you?" Owen demanded as Jack finally let the door close and the lift began to move.

"I was seeing if Ianto wanted to come with us," Rose explained, and Tosh sighed.

"He never does. We used to invite him all the time, but when he'd always said no we just, kind of... stopped," she explained and Rose nodded.

"Did he ever say why?"

The lift was silent for a moment, but it was Tosh who answered her question quietly, "We... never asked..."

The lift doors opening broke the awkward silence and Owen brushed past everyone to lead the way to his pub of choice and the conversation moved on. Rugby, Gwen trying to talk Jack into going to see a live match, ordering their drinks and trading stories about aliens they'd seen and fought and befriended.

They'd been chatting for a while when Tosh's pager beeped and Rose sighed, pushing her half finished glass of wine away and standing to leave, ignoring Owen's request to stay and Jack's unsympathetic refusal.

On the way back to the hub an old argument started up over who got to drive the SUV; Tosh and Owen bickered back and forth as Gwen tried to mediate and Rose simply ignored them, linking her arm through Jacks, a feeling of comfort settling in her chest at her mismatched adopted family.

She felt more at home with Jack's small team than she had in all the years she'd lived in the parallel world, and while lacking the Doctor meant it wasn't perfect, it was the closest thing to truly happy she'd been in a very long time.

Slipping back into the hub Jack began issuing orders, assigning Tosh to radar checks, Owen to checking official airspace, and Gwen was told to phone a local contact.

When the Captain turned to ask Rose to pull up visuals from CCTV or social media, he just grinned when he found the blonde already working on it.

More than once Rose pre-empted his requests, having led her own Torchwood team she knew what needed to be done as well as Jack and although it had taken a while for the Captain to get used to it, he always gave her a blinding grin every time he turned around to find her already working on whatever he'd been going to ask her for.

"Ianto, can you work some coffee magic?" Rose heard Jack ask, and frowned at her screen as she continued pulling up any footage she could find, making a mental note to speak to Jack. She was sure Torchwood hadn't hired Ianto just to make coffee.

The thought was pushed from her mind a moment later when the lights dimmed and the computer screens flickered dangerously before lighting back up again.

"What's happening?" Gwen asked, a note of caution in her voice.

"It's an internal power drain," Tosh answered quickly, fingers flying across her keyboard at a speed Rose was jealous of.

"What's causing it?" Gwen continued, frowning and moving to lean over the back of Tosh's chair to peer at the other woman's screen.

"Something big to be draining that amount of power," Jack said as something began nudging at Roses memories and she frowned silently as she tried to think of what the drain reminded her of.

"Tosh, run a systems diagnostic," Jack ordered, but it was Ianto's soft Welsh tones that answered him.

"Actually, we've been having generator problems all evening," Rose's eyes snapped open to stare at Ianto. Something about the whole situation didn't sit right with her, but she couldn't place exactly what.

"I was down there checking earlier... Couple of bits of cabling have come loose; I thought I'd fixed it. Let me have another look?"

"Loose cabling?" Rose muttered to herself as Jack agree to let Ianto go and check things out. Her hand rubbed over her forehead as she struggled to sift through her memories.

None of the others noticed her distraction though as they crowded round Toshiko's computer station to stare at the UFO footage Rose had sent over.

"That's a UFO?" she heard Gwen ask, and Owens supercilious response of, "Only just."

"Do you have a better spaceship that I don't know about, Owen?" Rose asked, momentarily distracted and ignored the eye-roll her question drew from the doctor as she stood and moved to stand with the others.

"That is an Arkan leisure crawler, first generation. A genuine collector's item. Don't see many of those around these days, worth a nice credit pile to the right person."

"Your con-man is showing, Jack," Rose teased, grinning when Jack just sniffed and ignored her.

"Tosh, send a polite message saying great to see them, but could they please get the hell out of our atmosphere, they're spooking the locals"

"Done," Tosh said as Gwen took a breath as though preparing to ask a question she thought she should already know the answer to.

"Shouldn't we be apprehending it? Investigating it?"

Jack turned to look at her but Rose's groan beat him to a response, "Oh bloody hell no, You try speaking with an Arkan and you'll be here until next month, and that'll just be the first question. It takes them over an hour to introduce themselves," she explained, rubbing her temples to ease the headache that Gwen's suggestion had brought about.

"Plus they're boring as hell... and besides, they're mostly made of liquid. The cells would be a mess," Jack added with a decisive nod.

Just then the lights dimmed again and the computer screens flickered and Roses hands fell to her sides as her concern grew into a live thing chewing at her stomach, and she bent over Tosh's computer while she spoke, "Tosh, you said internal power drain, right?"

"Yes?"

"If there were loose cables we'd be losing power, sure, but draining power suggests it's being used by something... tell me I'm wrong...?" Rose said, her voice tight and she could feel Jack tense behind her.

As Tosh began trying to do just that, Jack did something with his half functional vortex manipulator that Rose assumed would somehow connect him to the internal communications system.

"Ianto, we've got another dose of darkness. You found anything?"

Tosh shook her head as Jack waited for an answer, and her voice conveyed her fear, "You're right Rose, this isn't just a power loss, it's being drained, something is switched on or plugged in and it's sucking the juice out of our system-"

"I was afraid of that," Rose muttered, turning to face Jack, her face set in a grimace, as Tosh tried to track the drain.

"Ianto, I need to hear those beautiful Welsh vowels!" Jack almost snapped and Rose put a hand on his arm.

"Jack-"

"Power's draining to the storeroom at the bottom of the building" Tosh cut Rose off, updating them in real time as she searched the hubs systems, "Looking for human heat signals. We've got-"

"Two?" It was Owen's turn to cut in now, and Rose turned to look at the screen, her skin going cold.

"So assuming one's Ianto, who's the other?"

"This is an attack," Rose said, her voice quiet, "Security's breached, Jack what are your combat procedure's?" Rose all but demanded and the Captain was already moving.

"That's impossible," Tosh argued, "Nobody can get in without triggering seven separate alarms!" Despite her words she was still moving to follow the battle protocols Jack had trained them for.

"How doesn't matter, only that it's happening. How is for later," Rose answered, accepting the gun that was handed to her and the ammunition without hesitating.

"I'll head down and look for Ianto," the doctor offered, and Gwen nodded.

"I'll come with you."

Jack stared at both of them before nodding his agreement, "Keep your comms open at all times. Any doubt, shoot first. Priority is to find Ianto."

Rose watched them go, and resisted the urge to tell them to be careful. Turning, she led the way up onto the catwalks, Tosh and Jack following her silently as they relocated to higher ground.

Choosing a spot with unimpeded view in most directions, Rose turned to face Jack and Tosh.

"You said seven separate alarms, are any of those internal?" she asked, and Tosh shook her head, snapping open one of her small portable electronics and continuing to run scans of the hub, "The only internal alarm monitors Rift activity, it's not looking for internal intruders of the non-rift kind," she explained, fingers flying over her keyboard.

"Progress report?" Jack demanded, but Rose was only half listening, eyes constantly scanning, the gun in her hands held steady despite her thundering heart. Owen's response only half transmitted and the fear travelling the length of Roses spine grew.

"Something about this whole situation is far too familiar," she muttered, but Jack shouting down the comm for Owen drowned her out.

"Whatever that power source is, it's interfering with the comms," Tosh said, drawing an irritated sigh from Jack.

"Can we get them back? Anything you can do to boost the signal?"

"I'm trying other channels, but nothing yet... There's something else you need to see though, I've gone back through our internal CCTV footage for the last couple of hours... Jack, someone's tried to remove the images from our system..."

Just like that the threads that were beginning to tie together in Rose's mind unravelled again, "Damn it, just when I think I understand what's happening, we learn something new and it doesn't make any sense again!" she growled and Jack's hand landed on her shoulder, a comforting weight.

"What do you mean?"

"It's familiar, I recognise some of what's happening, the power drain, interrupted comms... but they're only little pieces... the Doctor would say we didn't have enough information, it's not making sense yet, and each new piece of information is just making less and less sense," she explained to Jack, her shoulders tensing under his hand.

Before he could answer though, Tosh let out a little sound of triumph and drew their attention to her screen, "I've dug into the system memory..."

Roses jaw fell open as all three of them watched Ianto greet an elderly man of asian appearance in a well tailored suit. He carried a briefcase, and Ianto led him into the hub, circumventing any alarms that might have signalled an intrusion. The stranger had been invited in.

"What the hell's going on here?" Jack demanded, eyes scanning the images on screen as though they held all the answers and for Rose they did.

"Oh god..." she breathed, and Jack's tried the comms again, hoping Gwen or Owen would be able to respond.

"Jack, do we have any EMP weapons in here?" Rose asked, but he shook his head.

"Not up here, there might be some down in the archives, but we'd need more power to open the sealed doors..."

"Shit," the blonde swore, a hand running through her hair as she paced away from Jack before immediately spinning and facing them again, "Tosh can you build-"

"I'd have no idea where to start," she answered quickly, "Why? What's... Do you know what's going on?"

"I hope not," she answered, eyes wide and Jack put a hand on her arm again, comforting and steadying her all at once and she swallowed hard before meeting his blue gaze.

"I've seen this before, the power drain, the comm interference, it would have needed help to get inside, past the alarms so what I was thinking, what I was afraid of wasn't possible... only now..." Roses eyes flickered to the CCTV Tosh still had up of Ianto.

"Rose, what's going on..."

"I think... Jack I really hope I'm wrong, but... I think this might be a Cyberman..."

"That's not possible, we'd all be dead by now if it was-"

"Not if it's a damaged unit," Rose corrected Tosh gently, "There were some left in the other universe, people campaigned that we should help them, try to restore them to the people the were before-"

Jack stopped listening at that point, and his hands flew back to the comms.

"Owen, Gwen, One of you answer me... If I don't hear something within thirty seconds..."

"How damaged?" Tosh asked, her voice trembling but Rose could only shake her head.

"It's drawing power so it's either repairing or... or converting..."

"and either option is bad or worse," Jack finished, his voice hard before returning to the comm again, "I'm coming down there!"

"Jack, it's Gwen. The comms dropped out. We're back online now."

Rose, Tosh and Jack all let out sighs of temporary relief and the Captain met Roses eyes before replying, "I really hope you're wrong, Rosie..."

"So do I," she muttered in response before listening to the conversation over the comms.

"Any sign of Ianto?"

"No. But we have found parts of a Cyber conversion unit... Fully powered up and working." Owen's voice was stone cold with just a hint of terror that said he knew exactly what a conversion unit did and Rose shivered. Mere parts wouldn't be draining the power and the conversion units weren't sentient.

"Tell me you're joking," Jack demanded, his eyes closed as Owen's words confirmed Rose's theory.

"I'm deadly serious. I don't know why it's here, or how it got here, but that's what's draining our power."

Jack seemed frozen, unmoving and Rose could almost feel Owen's panic rising, "Jack?" the doctor called through the comms, and Rose plucked the hands free from Jack's head and put it on.

"Owen, it's Rose... both of you get back up here right now. Conversion units don't turn themselves on,"

"We still haven't found-" Rose heard the crash and grit her teeth together as Gwen called an incursion code over the line. Jack snapped out of his daze when he heard Gwen's fear, and checked his weapon.

"If you don't hear from me within fifteen minutes, activate total shutdown procedures and get yourselves to safety," he ordered, already moving towards the lower levels in a desperate attempt to rescue his team.

"Understood," Rose said simply, but Tosh stared at them both in shock.

"But I can't just leave you all here!"

Jack hesitated, but Rose waved him off, "Jack go! Tosh, if there is a Cyberman in this building and it gets past Jack, we're the last line. We have to make sure it never gets outside. All Cybermen do is convert, they truly believe that they are better, that they are helping us, and no logic will convince them otherwise," she explained quickly.

Rose could hear Gwen shouting down the comms, and although the power drain reactivated, this time the comms stayed open. Rose could only assume that it was the proximity of Jack's vortex manipulator boosting the signal, but as Gwen cried out she had to force herself not to follow after the Captain and trust that he would rescue their friend.

"Gwen, Jack's already on his way, just hold on!" she called down the mic, trying to offer the Welsh woman some measure of reassurance that help was on the way.

She heard gunfire and shouting, and Gwen was still screaming but Rose could make no sense of the noise until Jack shouted for them to cut power.

If Gwen or Owen were in the conversion unit it could be the only way to get them out in time, so Rose was already running by the time Tosh had finished shouting her argument back at Jack.

"Just do it!" she heard the Captain cry, his voice was the closest to sheer panic she'd ever heard from him and her fingers wrapped around the breaker switch, immediately yanking it up with a grunt of effort.

The whole building powered down, red emergency lighting now the only thing to see by, and suddenly the hub seemed terrifying. Trapped inside with a Cyberman, in the dark.

"Jack?" Rose asked softly, as Tosh appeared beside her, "Gwen? Are you alright?" There was silence for a long moment and Rose drew in a trembling breath, "Someone tell me what's going on down there, are you all still... are you still there?"

"I'm fine. I'm fine, I'm fine. Sort of. Jack, please get me out of here," Rose heard Gwen mutter, and loosed the breath she'd been holding. While it wasn't a direct answer to her questions, it was close enough for her.

"Where is she? Where did she go? Please tell me you got her..." came through next, and her fingers tightened on her gun.

"Jack, what do you want us to do?" Rose asked again, waiting with barely restrained patience for the man to answer her.

"Stay there, keep your eyes open, I'm bringing Gwen, Owen... and Ianto back up with me." he ordered eventually, and Rose grit her teeth.

There was fury in Jack's voice, and she had to work to push down her own anger as she guided Toshiko back up to one of the catwalks. Not all of the Cybermen had crossed to this universe, some had remained on Pete's world and had avoided the void. Damaged units or half converted were kept hidden from Torchwood by ordinary people desperate to help the Cybermen return to their humanity, to change their way of thinking, or to heal them in some way.

For a while, Torchwood had even tried to help. With access to Lumic's blueprints and data, they thought they might be able to give the Cybermen their minds back, but it always ended in more human deaths, and a Cyberman on the loose trying to convert more and restart the war.

They'd shut down the rehabilitation program.

All the Cyberman in this universe were supposed to have been sucked into the void. People on this side hadn't experienced a long term battle against the metal men, hadn't been faced with the Cyber unit's single minded and unwavering dedication to conversion that Pete's world had, so Rose understood. If the people of Pete's world were willing to try and fix the Cybermen, despite everything they had done, she could easily see how someone might try the same thing here.

Deluded by hope, Ianto hadn't just put their lives at risk, but the whole world and potentially even the universe, depending on just how much knowledge the Cyber controller had downloaded into this particular unit's head.

"Tosh, get everything from the weapons room, fast as you can," Jack's voice snapped Rose from her thoughts, and one look at his swirling blue eyes told Rose that she was going to have to be the level headed one. Jack didn't take well to betrayal after the Time Agency.

"It's locked down. There's no manual override." Tosh said, and Rose sighed.

"Just find a way to open it, we're going to need every weapon we've got." she told the woman, even as Jack turned his attention to Ianto.

"On your knees. Hands above your head." Ianto didn't even put up a token fight, and Rose could read the agony in every line of his body.

"Jack, for God's sake. What are you doing?" Tosh gasped and Jack snapped.

"Tosh, I gave you an order. Gwen, help her." he growled before returning his attention and his gun to Ianto. "Did you know that thing was down there?"

Despite already knowing the answer, Ianto's choked reply drew tears to Rose's brown eyes, and her shoulders slumped.

"I put her there."

She stepped up beside Jack, and gently pushed his gun away from Ianto, "Jack-" she started, but the Captain was beyond listening, whipping his weapon away from her hand, and grasping Ianto's hair in a fist he pressed the barrel of the gun tight to the Welshman's forehead as he continued to snarl his questions.

"You hid a Cyberman within Torchwood, and you didn't tell us? What else are you keeping from us!?"

The cold click of her own weapon almost surprised Rose as it pressed against Jack's shoulder, "Get a hold of yourself, Jack" she ordered, her own voice tightly controlled, but it appeared that the Captain had pushed Ianto further than he was willing to go and the Welshman responded with a swift rebuttal, his voice shaking with anger and frustration, hopelessness and heartbreak.

"Like you care," he spat, meeting Jack's gaze with either resignation or a complete lack of fear, "I clear up your shit; No questions asked and that's the way you like it... When did you last ask me anything about my life?"

There was a beat of silence, and something told Rose that Jack was thinking about that question and legitimately didn't know the answer. His eyes flicked to hers, and she saw the surprise there as he registered the weapon trained on him, but another moment passed before he took a step back and uncocked his pistol.

Rose followed suit and flicked the safety on her weapon before crouching beside Ianto and tugging at his wrists until he dropped his arms. He didn't seem to notice when he grasped her hand in his own like a lifeline in the Atlantic ocean.

"Her name's Lisa," he continued, turning to Rose, "she's my girlfriend."

"Why didn't you tell us? We could have helped you," Gwen lamented, her own hands shaking from the adrenaline and shock, but Rose knew the answer to this as well, and she and Ianto answered in unison.

"Torchwood exists to destroy aliens..."

"Torchwood exists to destroy aliens," Ianto turned to study Roses face for a moment before he nodded and turned his hard gaze on Jack, "why would I tell you about her?"

"A little loyalty, perhaps?" Owen snarled, rubbing the back of his head.

"My loyalty's to her!" Ianto cried, his voice breaking and face twisting into grief.

"She worked for Torchwood One, right? The Cybermen conversion units didn't extend beyond Canary Wharf..." Rose offered, her voice gentle and Ianto nodded.

"That's right, she got caught up in the battle... near the end the Cybermen needed soldiers so they started upgrading whole bodies instead of just brains... Lisa was halfway through conversion when the machines shut down..."

"Did she tell you all that?" Rose asked, and bit her lip at his nod.

"I owe it to Lisa... we, Torchwood, owe it to her to find a cure!"

Rose braced herself for the difficult conversation she'd had a hundred times, convincing someone that their loved one was gone even when they were right in front of them, but Jack was still reeling from the perceived betrayal and fear was making him reckless.

"Ianto, you have to believe me, there is no cure; There never will be. Those who are converted stay that way... Your girlfriend will not be the exception!"

"Jack!" Rose shouted back at the man, eyes wide at the callousness of his words.

"You can't know that for sure!" Ianto all but sobbed, and Rose shook her head, eyes flashing furiously.

"Look, you need to know-"

"Jack, that's enough! Keep an eye out for Lisa, give me a few minutes!" Rose cut him off sharply, standing between Jack and the still kneeling Ianto and no one was more surprised than her when Jack took a step back before nodding a silent agreement and organizing the others.

Rose took a breath and released it before turning and dropping back to her knees before the distraught Welshman.

"I need you to listen to me because we don't have much time," she said softly before pausing and waiting for Ianto to meet her eyes. "I understand," he scoffed, but Rose just shook her head, "No, I really do... the Cybermen weren't on this side of the void long enough for this situation to become common, but in the parallel world this happened a lot..."

"You don't talk about it..." Ianto muttered, as though confused that she would be divulging information about her life there... to him... now, of all times.

"Partial conversion, damaged cyber units, you name it... if it had once been human, there was a family or a lover or a friend who not only wanted them back but was convinced there was a way to reverse the process... and we had access to all the data and blueprints that built them in the first place; theoretically it should have been child's play to reverse the procedure-"

"So you can save her?" the hope in Ianto's eyes killed her and Rose shook her head.

"It never worked... The cybernetics are the only things keeping the mind, or in this case the body and mind, alive... They have emotional inhibitors built into them because the procedure hurts... the pain kills the human, and the cybernetic artificial intelligence chip utilises the memories stored inside the brain to gather knowledge and information, and all of that knowledge and information is then downloaded into the memory banks of every connected Cyber Unit," Rose explained, "I knew it was too late for Lisa when you said she'd told you that the Cybermen needed soldiers fast... she's already had the data download from the cyber controller... she's more machine than human-"

"You're not listening to me; The conversion was never completed!" Ianto shouted in desperation, and Rose let him, but his raised voice drew Jack's attention again, and he was in what Rose had, long ago, fondly dubbed his 'protective big brother' mode.

"She already tried to kill Gwen. You think she's gonna stop there? There is no turning back for her now!" Unfortunately, his harsh words relit Ianto's fight and he turned away from Rose, staggering to his feet furiously.

"I'm not giving up on her. I love her. Can you understand that, Jack? Haven't you ever loved anyone?" Rose drew a sharp intake of breath at Ianto's words, and she could all but feel the vibration of Jack's anger from across the room, but somehow he managed to rein himself in.

"You need to figure out whose side you're on here, because if you don't know, you're not going to make it out of this alive."

"Jack, there's no way to get this weapon store open," Owen called, and Tosh let loose a groan of frustration.

"It's going to take six hours for the power to come back online!"

"And we've only got a handgun each between us," Gwen added, the combined panic in the room building and Rose met Jack's eyes for a long moment as they both tried to find a way to get everyone out of their situation alive and, with any luck, mostly uninjured.

"Let me talk to her. I can still save her, save all of us. She's not a monster," Ianto begged, and Rose let her sadness for him shine through in her eyes and in the slump of her shoulders.

"Not a monster, no... but she is damaged beyond repair, Ianto, I'm sorry-"

"Ianto!" Gwen shouted, and all eyes spun to where the brunette was pointing, weapons raising and taking aim at the Cyberwoman.

"Hold fire! Let him try," Rose ordered, eyes locked on Lisa and Ianto.

"Rose, come on-" Jack hissed, his mouth beside her ear, but she shook her head.

"He has to see for himself that she's too far gone," she whispered back, "If he's fighting to save her he'll just get in the way."

Jack didn't reply, but he didn't start shooting either, so Rose took it as a win. Her own weapon was trained on the creature from her nightmares, but she would give Ianto his shot.

She could hear Gwen arguing with Jack as Ianto approached Lisa slowly, and the American reaffirmed Roses hold fire command as the Cyberwoman announced that the hub was a suitable location to rebuild its army.

"Who are you, identify yourself!" Rose called, watching as Ianto's head whipped round to stare at her before turning back to his girlfriend.

"I am human two point oh," she declared, and Ianto let loose a broken sounding sob.

"No. Lisa, you're Lisa..."

"Why do you look like human one point oh?" Rose continued, her heart breaking for Ianto, and her stomach rolling in fear, but her voice never wavered, "Clarify this discrepancy."

The Cyberwoman hesitated, and her head tipped to one side like a curious puppy before she straightened and spoke, "I do not understand."

"Look at yourself," Jack encouraged, seeming to catch onto her plan, "Go on..."

"Remember, Lisa. Remember who you are..." Ianto begged, and a tiny part of Rose hoped that this time, just this once, she was wrong. That the humanity would break through, that the love they'd shared would overpower Lumic's electronics, but the Cyberwoman crushed her heart alongside Ianto's.

She turned on the spot coming face to face with a shiny metallic sheet that acted as a mirror. It had only been a few days ago that Rose had teased Jack about the strategically placed reflective surfaces that were feeding his overgrown ego, and now there was a Cyberwoman staring into the metal.

"The upgrade is incomplete...!" There was a note of horror to her mechanical tone, and Rose let her eyes slip shut in defeat for just a moment, but Ianto either didn't hear, or didn't want to hear what was so plainly there to Rose's trained ear. She'd dealt with enough Cybermen over the years to distinguish tones in their all but monotonous voices. She'd been right, for all the good it did them. It was too late for Lisa.

"You're still human!" Ianto tried again, but Lisa was no longer listening.

"I am... disgusting... I have... I am... wrong..."

"We can help you," Ianto promised, and Lisa's face almost appeared pleased, but the determination was far stronger.

"I must start again. Upgrade properly," she declared and every eye in the room could see Ianto's heart shattering as he started to believe what they'd all been telling him.

"For God's sake, have you heard yourself? Lisa, please. I brought you here to heal you, so we could be together!"

She had a single purpose now though, only one path and the Cyberman heard what she wanted to hear, just like her still human lover. The irony was cruel.

"Together. Yes. Transplant my brain into your body. The two of us together, fused. We'll be one complete person. Isn't that what love is?"

"No."

Rose doubted she would ever know if Ianto was answering Lisa's question, or if the single agony filled word had been a general statement of disbelief, a begging cry for mercy, a plea that what was now his reality be a nightmare that he would wake from, but whatever he had meant by the negative, it was not what the Cyberwoman wanted to hear, and the threads of emotion that had stained her voice disappeared, and returned to the flattened impartial tones of an intelligent machine.

"Then we are not compatible," she declared, and before anyone could move Ianto was being flung bodily across the hub, crashing into their small moat filled with water from the fountain above, unconscious.

Jack's was the first weapon aimed at Lisa, but the red arc of electricity she sent through his weapon had him crying out in pain and dropping the gun. Moments later he was shouting orders for them to strategically scatter, and Rose was on the move.

Part of her wanted to help Ianto, but the larger part of her said she'd be no help to him dead, so she ran. She heard Jack shout for Gwen and she heard Owen distract Lisa. Rose grabbed Tosh's elbow to propel the techie ahead of her and moved them both towards Jack's office. The cold and now totally emotionless voice of the Cyberwoman followed after them.

"Run. We all ran."


	6. Learning From Past Mistakes

With Martha abducted, thousands of lives trapped on the motorway, Macra living in the under-city, and a big old Face of Boe in need of saving, the Doctor realised that he'd not thought of Rose since shortly after landing on the planet. Now though, as he knelt down in the shattered glass that had once held the Face of Boe, waiting for Brannigan to deliver his coat and Car four-six-five-diamond-six to bring back Martha, his pink and yellow human flooded his mind once more.

The first time they'd encountered the Face of Boe had been when he'd taken her to watch her planet burn, the second time had been right here on New Earth while Cassandra was compressing her brain and controlling her body. Somehow it felt wrong that Rose wasn't present for this third meeting, to complete the circuit.

He could see her crouched beside him as clearly as he could see Novice Hame. She wouldn't have hesitated in pressing a gentle hand to Boe's cheek, to offer comfort when his own touch telepathy forced him to hold back from what he might sense against his shields. She'd have told the big old face stories and made him laugh, distracted him from whatever discomfort he might be in, and suddenly the Doctor found words of his own spilling out.

"Martha should be here soon, I'll introduce you. She's brilliant, a student doctor. She's not been travelling with me long-"

' _Your blonde companion from before?_ ' the Face of Boe asked. Even his mental voice sounded tired and slow, but the Doctor ignored the strain he could sense there and shook his head.

"No, that was... She's gone, I'm sorry... She would have loved to meet you properly."

The face was silent and the Doctor bowed his head, turning his brown eyes to the floor.

' _Doctor... Can't you hear the wolf howling?_ '

In an instant, shock was painted over the Doctor's face and his head snapped up so fast he heard the bones in his neck crack as they shifted.

"What? What did you say?"

"Doctor, what's wrong?" Novice Hame asked, her expression beneath the fur confused and worried and the Time Lord realised that, for once, the Face of Boe hadn't broadcast his thoughts, but sent them directly to the Doctor, a private message meant only for him, and he was forced to stop himself from demanding answers that would draw unwanted questions from Hame.

The three were silent for a long moment before the Doctor shook his head, "Nothing, I just... It's been a long day, I thought... never mind."

' _Your friend is approaching, Doctor_ ' the Face of Boe announced, distracting his nurse as she knelt beside him opposite the Doctor and turned her attention away from the Time Lord.

"Doctor?"

"Over here," he answered, not bothering to raise his voice, knowing the acoustics of the senate would carry his message across to Martha, but his tone was dark and tired as he kept his eyes locked on those of the Face of Boe. He almost thought he could see amusement in that tired old gaze, but brushed it off as Martha darted into the room already springing questions at him.

"Doctor! What happened out there?... What's that?"

If he hadn't been watching the doorway when she came running in and seen the hesitation and the brief flash of fear in her eyes, the Doctor might have chastised her for her lack of empathy but instead he just gentled his tone, and explained.

"It's the Face of Boe. It's all right. Come and say hello," He paused a moment. He'd chastised Rose the last time they'd been on this planet at her shock when faced with cat nuns, and the urge to continue explaining the sheer alienness to Martha rose up his throat and manifested into words as the young student doctor approached the Face of Boe, her fear transforming into amazement and wonder, "and this is Hame. She's a cat. Don't worry,"

A hint of sadness began to stain her amazement though as the Face of Boe let out a pained sigh, and the Doctor turned from Martha and settled his now gentle brown eyes back on his oldest friend.

"He's the one that saved you, not me."

"My lord gave his life to save the city, and now he's dying," Hame said as Martha cautiously crouched beside the cat-nun, but whether her words were aimed at the Doctor or meant as an explanation for his companion remained a mystery.

"No, don't say that. Not old Boe. Plenty of life left," the Doctor denied. He knew the words were futile, but he had to hope. The Face had spoken of wolves and howling, and something in his gut told him it was important. He needed answers to the multitude of questions now swirling through his mind, and if the Face of Boe perished here and now he wouldn't get them.

 _'It's good to breathe the air once more,'_ the message was another broadcast, and despite the reassurance in his mental tone, Hame's face crumpled with grief.

"Who is he?" Martha asked, dark eyes turning on the Doctor and he drew a breath, pushing aside the thread of frustration. She could have asked the Face, but she was only human.

"I don't even know..." he told her, eyes raising to meet hers, even as she turned her fascinated gaze back to the face. He lowered his own eyes once more, forcing himself to be present and not distracted from the loss that his time sense told him was inevitable.

"Legend says the Face of Boe has lived for billions of years, isn't that right? And you're not about to give up now."

It was almost an order, a command, but somehow the Face of Boe sensed the desperation in his voice and his response was a reassuring brush against his mind, a hug from a comrade in arms.

' _Everything has its time. You know that, old friend, better than most,_ ' and then something shifted and the Doctor knew that only he would hear the next words from the Face, ' _Everything has it's time, and that time is not always when you think it should be, Time Lord._ '

The Doctor blinked in surprise, but any response was stolen by Novice Hame's shaky voice, "the legend says more," she announced and the Doctor's head snapped up from the Face's tired eyes.

"Don't. There's no need for that." His voice was firm, unrelenting. The Face seemed to know far too much about the Doctor's past, about Bad Wolf and about Rose for him to want any more secrets revealed. Especially with an audience, but Novice Hame either didn't hear the warning in his voice, or in her grief she no longer cared.

"It says that the Face of Boe will speak his final secret to a traveller."

"Yeah, but not yet. Who needs secrets, eh?" the Doctor felt his jaw tense, and the warning this time was explicit. Leave it alone. His eyebrows raised, as though daring Hame to push the issue. Some instinct told him that the Face of Boe had already passed on the secret meant for the Doctor alone, but he didn't want it confirmed, it meant there was nothing he could do to stop this death, and he really needed a day where everyone lived.

There was a brush of reassurance against his mind once more, and his eyes dropped from Novice Hame to the Face of Boe again, ' _I have seen so much. Perhaps too much. I am the last of my kind, as you are the last of yours, Doctor..._ '

"That's why we have to survive. Both of us," his voice felt tight, and there was a familiar pain blossoming between his hearts. His hand twitched forward and laid against one of the elongated appendages that trailed across the floor and he couldn't have stopped his mind reaching out to the telepath if he'd wanted to, the desperate plea escaping his barriers almost against his will, ' _Don't go..._ '

Those two words screamed so much more. Don't leave me alone, don't bring back that pain, I'm barely holding it together. Don't put me through this, another death, another loss, again. Give me a day where everybody lives!

' _I must_ ,' the Face responded, his thoughts once again for the Doctor alone and if he heard the underlying plea's the Doctor didn't know, but his thoughts came on a wave of apology and warm camaraderie, that told the Doctor the Face knew him better than he had previously suspected, but there was no time to ask questions, he could feel the Face's strength fading fast now and the Face of Boe broadcast one last message.

The Doctor could feel his intentions behind the enigmatic words swirling around the room; To satisfy the curiosity of his nurse, and protect the Doctor from unwanted questions.

' _Know this, Time Lord...'_ the Face of Boe began, before pausing a moment and seeming to gather the last shreds of his strength before he surprised everyone by opening his mouth and speaking aloud, "you are not alone."

A terrifying myriad of emotions suddenly flooded through the Doctor's body, touching on anger and despair through to hope and wonder and everything in between. He could feel his mind producing chemical reaction to the emotions, and had to spend a moment concentrating on regulating his body's almost visceral response to those four simple words.

His optimism was preparing to go through the roof, and yet the fear those four words instilled chained it down. A moment later grief crushed all other emotions as he felt the Face of Boe breath his last through the telepathic connection he'd forged and the Doctor allowed his hand to draw back as Novice Hame broke down into choked sobs of unrestrained anguish.

He saw Martha stand and take a respectful step away as his mind spun with a multitude of emotions and questions, all of which had no resolution and he forced himself to rise to his feet and move to stand beside his newest companion. His arm curled around her shoulders, tugging her into a reassuring hug that might have been for her benefit, but the sensation of warm human arms around his waist was something the Doctor was craving in that moment too.

The Face had supplied him with hope and fear, and questions that now had no answers, but in that moment he didn't allow himself to think of any of them, forced his mind to process the grief of another death in his long life and to offer comfort to the companion under his protection.

For now, that would have to be enough, and if in the deepest part of his shielded mind he heard the occasional howl of a wolf, the Doctor refused to acknowledge the sound as anything more than the screams of dying Gallifreyans that had plagued his thoughts since the end of the war.

* * *

Acting as a distraction so Gwen could run, Owen was the last of them to enter Jack's office, and the American slammed the door closed in an attempt to slow down Lisa's approach.

"She's coming after us," Gwen shouted and Rose had to stifle a hysterical laugh when Owen, still breathless from the adrenaline fuelled run, gasped out a typically acidic response.

"Well, there's a surprise!" Rose knew it was the man's way of coping, but Gwen had no patience for it and turned from the glass wall to snarl at Owen.

"That's enough! We don't have time for bickering!" Rose growled, silencing them both and Jack took immediate advantage to begin issuing orders.

"This is a fight to the death. We do whatever is necessary to destroy her. Forget what Ianto said, that thing is not human. Clear?"

There was a round of agreements, before he turned on Rose, "What can you tell us about shutting down a cyber unit?"

"EMP weapons will fry the emotional suppression, anything that damages the circuitry works too, but you'd need to get close enough... She should be easier to put down that a fully converted because we can damage the flesh beneath the cybernetics. Being only partially converted means that if we can do enough damage there won't be enough left for the cybernetics to keep functioning," Rose reeled off quickly.

She didn't need to tell Jack that they were in serious trouble, that despite what she'd said even facing off against one lone cyber unit was beyond dangerous, he could see it in her eyes and agreed with a grimace and a tightening of his jaw.

"Right," he said simply, accepting her words and turning to slide something small across the conference table towards Tosh.

"What's this?" she asked, already picking up the device and turning it over in her hands.

"It's something Suzie scavenged last year; She claimed that it could open any lock in forty five seconds. I want you out the exit gates, up the emergency stairs to reception," Jack ordered, his rushed words and both hands braced against the table told Rose just how concerned he was for his team and she placed a reassuring hand on one tensed shoulder.

"She'll never open that door without power. It weighs a tonne!" Owen announced but he fell silent again quickly when Rose met his eyes with a terrifying level of calm.

"I'll go with her."

"No, I'm not leaving you all down here!" Tosh argued, eyes spinning around the room in concern.

"This is not a debate," Rose told her, suddenly very aware of the thudding sounds of Lisa's footsteps, but she pushed the sound aside and all but ordered Jack to continue, "What next?"

He nodded his thanks and pushed off from the table, moving around the room to grab at two long tubes as he spoke.

"Once you reach reception, pull out the panel next to the desk. Take circuit three five seven from the main system and patch it to these," He handed the two long tubes to Rose and she took a brief moment to study them before recognising them as, essentially, very advanced batteries, and while Jack continued giving Tosh her instructions, she used a couple of hair ties, to strap the tubes to her forearm, leaving her hands free to pull her gun from it's holster.

"There should be enough power in those for what we need. Once the main circuit goes live, get outside and meet us by the water tower."

Jack only paused long enough to make sure Tosh understood his instructions, before grabbing her and Rose by the upper arms and pushing them towards the office door furthest from Lisa with a sharp command of "Go!"

As they moved, they could hear him continue to issue rapid orders to Gwen and Owen, but Rose had her mission, and it involved keeping the techie alive long enough to get them all out safely.

Tosh led the way with the door unlocker held close to her chest and Rose had just jumped off the last step, back into the main area, when she heard Jack hurtle out of the office above them, with Lisa hot on his heels. She didn't follow him along the catwalk though, descending the same stairs Rose and Tosh had just come down and Rose growled softly to herself, even as Tosh pressed the unlocker to the door and the device began emitting frantic beeps.

She heard Tosh whimper softly, and mutter a terrified, "come on..." but couldn't spare the focus to reassure the woman, eyes fixed on the Cyberwoman as she moved slowly down the spiral staircase and steadily moved to stand near the centre of the hub, head tilting up and back to stare around the vast space above her.

"This building belongs to me now," The emotionless voice sent chills up Rose's spine and her fingers shifted on the grip of her weapon, "you will all be deleted."

Jack had descended to the main area via a different set of stairs, but had now moved to stand between Rose and Tosh and the cyber unit, causing Rose's frame to tense, her need to shoot at the Cyberman almost overwhelming, but she didn't dare risk hitting Jack.

"I'm sorry for what they did to you, but this ends here," Jack announced, approaching Lisa a step at a time and Rose sucked in a nervous gasp.

' _Too close, you're standing too close_!' she screamed in her mind, eyes wide with sudden panic, but she couldn't make herself shout the warning, and the next moment Jack was screaming as volts of electricity ran through his body and dropped him to the floor.

"Jack!"

Rose heard Gwen scream, and saw Owen hold her back. She took a single step towards Jack's still form herself, before being able to stop her forward momentum, and slowly she raised her furious eyes to meet the cold dead stare of Lisa.

"I will kill you for that," Rose snarled, but the cyber unit's only reaction was to turn it's back on it's most recent victim and focus on its next potential target, Rose or Tosh. Rose heard the unlocking device finish beeping and the bolts release, but she couldn't make herself move to help Tosh, anger and grief threatened to overrule her common sense and she could feel a fine tremble starting in the muscles of her tensed shoulders as her fingers shifted on her gun.

With a loud gasp Jack's eyes snapped open and Rose's jaw dropped as he dragged himself to his feet with a cocky, if pain filled, "is that all you got?"

As Lisa turned her attention back to her resurrected victim, Rose wasted no more time and spun on the spot, pushing Tosh through the gate she'd unlocked, and slamming the metal bars closed behind them, one more barrier between them and Lisa. She could interrogate her best friend later.

"I'm not so easily deleted," she heard him snark, before he was screaming again and Rose winced. Was Lisa so weakened that her attack wasn't deadly? Hearing Jack's scream go silent for the second time, Rose somehow doubted it, so how had Jack died and come back? How many times could he die before he stayed that way? She didn't want to find out and grabbed Tosh's wrist, moving her until the hand still grasping the door unlocker pressed against and began working on the vault like door to their underground hideaway.

The beeps from the machine seemed to count down the seconds they had left to live as Lisa once more turned away from Jack. Owen pulled Gwen backwards and out of the main hub towards the autopsy room but Lisa's attention was focussed on the biggest perceived threat. The human that had threatened to damage her unit.

She began her steady march towards Rose and Tosh just as the unlocker beeped it's success and Rose turned her back on the cyber unit to help Tosh push the door open. It took both of them many precious seconds and Rose realised Owen had been right, if Tosh had been alone, she wasn't convinced Lisa wouldn't have caught up with the techie.

They pushed the door closed behind them before Rose snatched the device from Tosh, pressing it to the door again to reverse the process and lock it behind them. She could see Lisa step through the first gate, and crouched down so she couldn't be seen through the window as Tosh leant against the door panting for breath, adrenaline and fear making her hands shake.

The door's bolts slammed back into place just as Lisa's arm tore through the small glass window in the door and wrapped around Tosh's neck and the woman screamed as Rose leapt backwards instinctively. Without a moment's hesitation, Rose had her gun up and aimed at the arm protruding through the now broken window, her finger squeezing the trigger, once, twice, three times before the cyber unit released Tosh and drew back its arm. There was a moment in which Lisa stared at Rose with the cold disinterest of a Cyberman and Rose pulled the trigger once more, but the cyber unit had already turned and stepped back and her shot missed.

"Come on, we can't waste time," Rose growled, her frustration over the missed opportunity was evident, but Tosh seemed too shaken to reply as they both turned and moved to climb the stairs that lead to reception.

Rose helped Tosh pull out the board she needed and then resisted the urge to pace while the woman lay on the floor and tugged at wires, detaching some, reattaching others and muttering instructions to herself under her breath. Rose couldn't help her, all she could do was keep her gun on the door back to the hub, and strain her hearing for any sound of the approaching cyber unit.

After what felt like eternity to Rose, both tube like batteries suddenly lit up a cold blue colour and Tosh beamed at them, sighing out a soft relieved "Yes!"

"Up and running?"

"Just about," Tosh answered, and Rose helped the woman to her feet with her free hand.

"Good, now to head for the water tower, and hope they were able to hold out," Rose muttered, sighing when she saw the worry on Tosh's features. Rose held the door open for her, and Tosh shot out onto the street, Rose following close behind as they ran, making a beeline for the single spot that had a slight perception filter around it.

They spotted all four of their team mates stumble off the lift in various injured states, and Tosh let out a cry of relief, "Oh! It worked!"

She slowed her run as she approached and Rose heard her ask what had happened, but it seemed no one was quite able to answer her questions just yet. Moments later answers didn't seem to matter much as Rose spotted Ianto's distraught features and moved to intercept the pending eruption.

The blow Ianto aimed at Jack's jaw still landed, but Rose's hands against Ianto's chest halted much of the momentum, her arms shook as they absorbed some of the impact, softening the overall blow Jack suffered. It still sent him stumbling back a step and Rose pushed Ianto away from the American gently.

"Alright, that's enough now..." she murmured, her voice soft. His pain was almost palpable and she couldn't bring herself to truly criticise the man, but Ianto barely seemed to be aware of her presence.

"You could have saved her!" he shouted over her shoulder, his words aimed at Jack and Rose sighed sadly, "You're worse than anything locked up down there... One day, I'll have the chance to save you... and I'll watch you suffer and die!"

Rose could hear Jack moving now and turned sideways, one hand still pressed to Ianto's chest and her other outstretched to halt Jack's approach, but Gwen was already holding the American back as he snarled his response, blood leaking from his mouth.

"It was the only thing that would stop her!"

"It's alright, Jack! Let it go," Rose said gently, before turning back to Ianto, "I know you're hurting but I promise you if there had been a way to save her I'd have been the first in line to help you," Rose told him softly, but Ianto just shook his head in denial.

"Listen," Tosh said suddenly, stepping between the two men, her head spinning to each in turn, "When Rose and I were in reception I managed to trip the lock down timer..."

Rose went pale and her eyes widened, spinning away from Ianto to focus on Tosh, "You didn't..." Tosh just grinned, thrilled that she had been able to help.

"The power should be coming back on any second, we can get back inside!"

"No," Rose gasped and in any other situation the shock on Tosh's face would have been the height of hilarity, but now Rose could only spin on Ianto as the man took off towards the Reception with the rest of Torchwood running after him, shouting for him to stop.

"Who knew a man in a tight suit could run this fast," Rose managed to gasp as they spun around a corner, Owen nearly able to snag the back of Ianto's jacket, but the Welshman put forth a sudden burst of speed and avoided the doctor's grasp.

"Ianto, stop!" Jack shouted as their feet hit the boardwalk, but he ignored them all.

"I used my initiative, I'm sorry!" Tosh cried, and Rose bit back the sharp retort. If she'd only said something, Rose could have told her it was a bad idea.

"If I want you to think for yourself, I'll tell you!" Jack snarled

"Maybe if you'd told me your plan I wouldn't have done it!" Tosh returned, clearly upset but now wasn't the time.

"Argue later, catch Ianto now!" Rose snapped at both of them, refocusing their attention on the chase.

By the time they burst into the reception, Ianto had grabbed his firearm from behind the desk, and all five of them ground to a halt as he pressed his back to the false wall, and aimed the weapon at them.

"Ianto! Don't be stupid!" Gwen gasped, and Owen already had his hands in the air.

"I've nothing left to lose," he responded calmly, and alarm bells went off in the back of Rose's mind as she stepped forward, a hand on Gwen's shoulder pushing the woman back a step.

"There's always something more to lose, Ianto," Rose told him, her voice purposefully gentle. She could feel Jack's hand on her arm trying to pull her away from the gun, but she shook him off, without taking her eyes from Ianto's tearful blue ones.

"I'm going back in to save her, Rose... You have to let me try," he all but begged, and she pressed her lips together.

"How?" she asked, maybe if she could get him to think about it he'd realise it wasn't possible.

"You can't!" Jack snapped and Rose flinched at the hard tone to his voice, watching in frustration as the gun shifted from her to Jack, knowing that had been her friends intention.

"Anybody tries to stop me, I'll shoot them," Ianto's warning was for all of them, but his eyes were locked on Jack and his meaning was clear. He was more than willing to shoot Jack and that was something Rose couldn't, and wouldn't, allow.

Faster than she'd thought possible, Rose took a step forward, grasped the gun, pushed Ianto's arm up so the single shot he got off hit the ceiling, and then she twisted his arm forcing him to let go of the weapon. As it clattered against the floor Rose spun him round and slammed him against the false wall with his arm pinned to his back and her own firearm pressing against the back of his head lightly.

She kicked the gun back towards Jack and sighed even as Ianto struggled and began crying in denial at the sudden change of circumstances.

"I'm sorry Ianto, but I can't let you hurt my friends any more than you'd be willing to let us hurt Lisa," Rose told him, her voice still gentle and calm despite the firm grip she had on his arm.

"Get off me!" Ianto spat between clenched teeth and Rose took a moment to brace herself against his struggling frame.

"I can't do that, because you need to understand the situation you're in right now... Any other day I'd be willing to let you take your time in absorbing what's going on, in processing it because you have no idea how many times I've seen people go through what you're going through right now," Rose told him, her voice never faltered and everyone could hear the fine note of unwavering steel that was threading its way through her words.

"Lisa. Is. Dead," she told him, the words hard, unyielding, and Ianto let out a soft moan of denial but Rose just shook her head, "I'm sorry, it's true... I can make a good guess about what happened... She was hooked up on some kind of life support, right? Was still very much herself... We saw the man you invited into Torchwood, my guess would be that he was some kind of doctor specialising in cybernetics... The first step to disconnecting any kind of cybernetic implant is to have the biological processes take back full control of the body... but at some point she flat-lined-"

"She came back though, she started breathing on her own!" Ianto growled over his shoulder and Rose shook her head again, "No she didn't... I've supervised dozens of procedures exactly like that... The moment the body fails, the cybernetics kick in and reanimate the now dead body, and any part that was human ceases to exist-"

"But she still remembers her name, her memories... me," Ianto pleaded, and Rose sighed sadly.

"The cyber unit was online and cataloguing information the entire time Lisa was hooked up to a life support unit... It had access to all her memories, but it's not her... All you're seeing now is her corpse, reanimated, and walking around... being controlled by a computer chip in her brain," Rose said coldly and Ianto sobbed as she left no room for him to argue.

Rose released his arm and spun his now limp and unresisting body around so she could meet his shattered blue eyes with her own hard brown ones, grasping the collar of his shirt just to make sure he didn't go anywhere before she was finished, her gun still aimed at his head.

"If you want to go back in there, you need to go in with the intention of killing the cyber unit trapped inside."

"No... There's no way..."

"You brought this down on us, you hid her... You hid yourself from us!" Jack snarled and Rose's head twitched to the side slightly in response to his harsh words.

"That's enough, Jack,"

There was silence behind her and Rose returned her attention back to Ianto, "I am sorry, you have no idea just how much... but the woman you are in love with has been dead since the moment she flat-lined; If you go in it has to be to put it down."

"You can't order me to do that," Ianto said, his voice flat and despairing, and Roses eyes narrowed.

"I understand if you can't put a bullet in the head of something wearing her body like a new outfit, but if you can't do it, then you need to step aside and let us finish this... stop getting in our way... It's not just us you're risking, it's the entire planet... the entire universe if the Cybermen get off world." she told him, studying his heartbreak with as much clinical detachment as she could manage.

Rose had tried being understanding, she'd tried being nice, but they were running out of time.

"You'll execute her or I'll execute you both!" Jack snapped, and Rose growled.

"I said enough!"

"You can't make me!" Ianto snapped back, his attention turned from Rose. Jack's rage gave him something to argue with and fight against that Rose's cool logic did not, and Rose could feel the progress she'd made getting through to him slipping away.

"You like to think you're a hero, but you're the biggest monster of all!"

There was a long beat of silence before Rose lowered her gun, "Ianto, stay out here, Tosh, Owen both of you watch him-"

"No," Jack stopped her, his voice like ice as he kicked Ianto's gun back towards him, "You have ten minutes to finish this, then we're coming in... Pick it up."

Ianto stared at him for a long moment before doing as instructed. He let his eyes settle on Rose for a long moment and she held his gaze, her expression open and honest and he flinched before turning and heading back down into the main hub where the cyber unit waited as Tosh turned on Jack, shocked.

"How can you ask him-!"

"I don't need your opinion!"

"Enough, all of you!" Rose cut off the argument building between Tosh and Jack quickly, the last thing they needed was bad feelings brewing.

"Tosh... He wants to go down there, once he's there it's up to Ianto whether he shoots or not, and Jack... Calm the hell down!" Rose growled.

Owen paced the room and glanced up at the clock with a sigh, "Well, only another nine minutes and thirty seconds to go," he muttered and Rose frowned.

"We're not waiting for ten minutes, we're going in five," she said and Jack frowned at her.

"I said-"

"and I'm telling you ten minutes is too long... If she's dead you don't want him alone for that long, and if she's alive in ten minutes he'll either have killed her and been grieving, alone, or she'll have upgraded him and we'll have two cyber units to deal with... we go down in five," Rose ordered, eyes narrowing at Jack's stubborn glare but after a moment he threw his hands in the air in surrender.

"Fine, five minutes!"

"Three and a half now," Owen muttered, and Rose shot a grateful smile at the doctor for lightening mood somewhat.

Three and a half minutes crawled by before they finally followed Ianto down into the hub and the first thing they did was stop by the now unlocked armoury, only staying long enough to make sure they all had a weapon and several sets of spare ammo.

With no sign of Lisa in the main hub beyond the blood, the five of them moved through Torchwood Three, clearing rooms methodically but heading inexorably down to the location of the conversion unit. Rose had a bad feeling about the dropped pizza boxes and kept up a constant stream of prayer's that they weren't now dealing with three cyber units.

They heard Ianto before they even reached the room, his howling sobs of anguish echoing through the corridors and tearing into their hearts.

"Is... Is she dead?" Gwen whispered, but Rose shrugged a shoulder.

"Don't relax until we know for sure," was the only response she could give and slowly they approached the doorway to the store room Ianto had been keeping Lisa in for months. Kneeling on the floor over the bleeding body of Lisa was the sobbing Ianto and slowly the group of five came to a halt in the corridor.

"Ianto?"

A soft welsh voice called from inside the room and Rose saw the man in question shoot to his feet, gun aimed and a single hand command from her had the rest of the team pressed to the walls of the corridor as they waited to see what was happening and how it would play out.

"Ianto, it's me... it's Lisa," came the soft voice and Rose let her eyes fall closed even as Jack looked over at her, his questions clear in his eyes.

"I'm human again," the voice said and Rose opened her eyes again to see various expression of shock and horror on the faces surrounding her.

"You fought so hard for me I had to hold on for you so... I took this body and transplanted the brain."

She'd moved around the room now and Rose could see the young woman whose life Lisa had stolen. Short, blonde, young and pretty. Years of potential snuffed out and Rose had to wonder if Lisa's love for Ianto had truly broken through the cyber systems. She could remember no case of a cyber unit returning to the human point one design. It was inferior and yet that was what Lisa had chosen to do.

It was evil and abhorrent and if Ianto loved someone capable of that kind of cruelty, then Rose decided he had horrific taste in women, but the choice was unprecedented among cyber units, and so Rose held the team back and waited. If she was human she could be jailed for her crimes, but execution was reserved for aliens too dangerous to allow on earth.

"You're not Lisa!" Ianto sobbed, and Rose could just see him around the edge of the door, glancing between the face he knew, lying dead on the floor, and the woman standing before him, and it felt so much like her own reaction to the Doctor's regeneration that for a long moment Rose couldn't draw breath.

"You always said you didn't love me for what I look like," Lisa said, a soft laugh at the end belied her nerves and Rose felt her jaw drop open. That sounded like emotion, genuine emotion, but if she could feel... Rose remembered her first visit to the parallel world, when the Doctor had deactivated the Cybermen's emotional inhibitors, and the pain had driven them all mad.

Maybe Lisa's strongest emotion had been love instead of pain. Removing the cybernetics by transplanting the brain into a human body might have broken the connection, Rose theorised, her mind running ahead, but there wasn't enough information. Still, she wasn't going to shoot until the blonde claiming to be Lisa made some show that her connection to the cyber unit was still intact.

She listened to the woman reel off memories, accurate memories if Ianto's sounds of heartbroken despair were anything to go by, but even that Rose couldn't trust. The cyber unit would have had full access to Lisa's memories, she'd told Ianto that, but faced with a human body, a gentle voice and stories of their shared history, Rose wasn't able to blame him when Ianto lowered his gun at the woman's soft plea's.

"Hold me Ianto, I need you to hold me. I need you to tell me it's alright."

Rose watched Ianto's resolve crumble as he fell against the dead girl, sobbing into her shoulder, but her eyes were fixed on the expression on the woman's face. The emotions seemed real and Rose bit her lip as she considered the situation carefully.

If Lisa really had managed to break the connection just by taking the brain, the only human part of a cyberman left, and placing it back into a human body, it made Rose wish for a way to contact the parallel world and bring a whole new context to organ donation. People whose life support machines were due to be turned off could save the lives of those still trapped in cybernetic bodies, but there was no way to contact them and Rose forced herself to refocus because although hope was bubbling in her chest for Ianto, experience was whispering in the back of her mind that this was all too neat and well packaged to be believable.

The gun cocking had Rose's eyes snapping back to the scene in the next room and she saw that Ianto had taken a step back and aimed his weapon at the women who held his heart in her hands.

"What are you doing?" Lisa asked, tears choking her voice and Rose went cold. She wasn't sure she could have pulled the trigger in the face of that tear filled gaze and asking Ianto to was cruel.

"Ianto, it's me... You wouldn't shoot me..." Her voice was shaking now, but Rose could hear the doubt in her words and her heart was racing.

"I did this... for you..." Lisa said simply, and Rose let her own tears fall because somehow that made it all that much worse. Ianto hadn't wanted her to kill some innocent girl, surely Lisa would have known that and as heartfelt as that confession seemed, it convinced Rose that this wasn't as much Lisa as it had portrayed itself to be. There was still more machine than human standing before Ianto, despite all evidence to the contrary.

"I'm s-sorry... I'm sorry..." Ianto sobbed, his voice breaking and still Rose hesitated, clinging to hope that she was wrong. Jack shifted and she glared at him, halting his movements a moment longer.

Ianto dropped his weapon and turned away from the desecrated girl standing before him, but even though he couldn't pull the trigger his pure unadulterated grief told Rose that he had finally accepted that Lisa was gone.

"We can be upgraded, together!" the cyber unit offered and Rose nodded firmly, hand signalling the rest of the Torchwood Team. She and Jack opened the doors and all five of them stood in the doorway, and on Jack's count took aim. Rose pulled her trigger first, not wanting Ianto to be able to blame Jack for it later, and soon the sound of gunfire echoed around the room as one by one they emptied their clips into the soft flesh body that the cyber unit was inhabiting.

To a man they were stony faced. Sad but determined, having seen first hand the lengths to which the Cybermen would go to manipulate the human race into surrendering, when they were unable to convert by force. There was no joy or triumph in the moment, only necessary duty and Ianto's tangible waves of grief as he fell to his knees between Lisa's body and her brain, both finally dead.

All of them lowered their guns, and Rose slowly approached Ianto and knelt beside him. Her arm went around his shaking frame and he collapsed against her shoulder limply with sobs racking his body as he surrendered to his grief, the tension that had been holding the room hostage evaporating. She could almost feel the rest of the team breathe a sigh of relief that it was finally over.

Rose let her hand rub soothingly over Ianto's shoulders as she turned her eyes on Jack and he met her gaze, eyes softening in the face of her compassion and she offered him a weak smile.

He returned it with a soft nod, and holstered his gun before ushering the other three back up to the main hub, and letting Rose comfort the destroyed man in private.

* * *

Before leaving New New York, the Doctor insisted on checking that the mood seller's he'd threatened had taken his warning to heart, so he and Martha took a walk through the apple-grass of the upper city and back into the slums, instead of accepting the ride Brannigan had offered them back to the Tardis.

Luckily for the sellers, they'd closed down their stands, and it took Martha a moment or two to realise that they were in the same area as before.

"All closed down," the Doctor announced as he glanced around the street.

"Happy?" Martha asked as he ducked his head inside one of the now desolate shops and couldn't smother a laugh at his cheerful response.

"Happy happy... New New York can start again, and they've got Novice Hame. Just what every city needs, cat's in charge...Come on, time we were off."

The Doctor could hear that Martha wasn't following him and smothered a sigh as the questions he'd been expecting as while walked through the apple-grass finally came to a head.

"But what did he mean? the Face of Boe," she clarified, as if the Doctor didn't know exactly who she was talking about. He spun round on his heels to study her, this young human, standing in the middle of the street so very far from home.

"You are not alone..."

"I dunno," he answered her honestly. He had his suspicions, but that was all they were, and he'd never been one to admit to something without empirical proof.

"You've got me. Is that was he meant?" There was that soft emotion in her eyes again that made the Doctor's hair stand on end, but her words evoked a sharp memory that spun around his mind and brought a soft smile to his face.

" _I'm the only survivor. I'm left travelling on my own 'cos there's no one else"_

" _There's me"_

"I don't think so," he told Martha gently, and he realised it had been the first time he'd been able to bring a smile to his face with memories of Rose in his mind. It helped that it was a memory from his previous regeneration, but it still surprised him and softened his expression even as he noticed the smile slip from Martha's face, "Sorry," he offered.

"Then what?" the young human asked him, and he sighed, shaking his head and letting his eyes skitter around the deserted street again.

"Doesn't matter; Back to the Tardis, off we go..." he turned and started walking again, hoping against hope that she would let the matter drop, but a part of him knew that if she did, then she wouldn't be the kind of person he would have invited along as a companion and he was proven right when he heard the sound of metal on the stone street.

He turned back to Martha again, a frown on his face this time, to see her sitting on a filthy abandoned chair, one leg crossed over the other and arms folded over her chest.

"Oh right, are you staying?" He asked, trying not to lose the tenuous control he'd wrangled over his temper. He might have expected this minor confrontation, but that made it no more welcome.

"'Till you talk to me properly, yes," Martha answered him simply and he blinked at her in surprise, "He said last of your kind, what does that mean?"

"It **really** doesn't matter," he repeated, almost desperate now for the woman to drop the issue. If she asked about this she'd ask about the war and how it ended and those were well worn paths in his mind that the Doctor didn't want to go down again without Rose there to light the way.

"You don't talk, you never say!" Martha snapped, "Why not?"

He could see the muscles in her neck tensing. She was angry and, he supposed, she had a right to be. He'd taken her so far from home, in both space and time, and she knew nothing about him.

As the citizens of New New York began to sing above them, another memory hit him and he raised his eyes to stare at the upper city as a way to avoid Martha's piercing gaze.

" _Who are you, then, Doctor? What are you called? What sort of alien are you?"_

" _I'm just the Doctor."_

" _From what planet?"_

" _Well, it's not as if you'll know where it is!"_

" _Where are you from?"_

" _What does it matter?"_

" _Tell me who you are!"_

" _This is who I am, right here, right now, all right? All that counts is here and now, and this is me."_

" _Yeah, and I'm here too because you brought me here, so just tell me!"_

"It's the city," Martha said, and the Doctor lowered his eyes from the skies back to her face, "they're singing."

He stared at her for a long moment and Martha stared back. Rose had been right to demand answers, so how could he stand there and even think that Martha didn't deserve at least some of those same answers. He opened his mouth a little, and pressed his tongue against his teeth as he considered where to start, and after a long moment he said four small words on a long exhale of breath.

"I lied to you..." He watched her face crumble into a confused frown and forced himself to continue, "'Cause I liked it. I could pretend..."

He swallowed hard, and let his eyes settle somewhere behind Martha, avoiding her gaze and sinking into memories that welcomed him with darkness and screams.

"Just for a bit I could imagine they were still alive... underneath the burnt orange sky..." Flicking his eyes back to hers and clawing his way out of the memories, the Doctor delivered the line he was so very tired of saying, the line he wished wasn't the truth with every beat of his hearts, "I'm not just a Time Lord, I'm the last of the Time Lords... the Face of Boe was wrong, there's no one else."

"What happened?" The question he'd dreaded, so simple. Two words, and he knew the misery was plain to see on his face.

His last self had been built of cold steel and leather armour. He'd been made for these conversations, but this body had been born of emotions and love and had no defence against this kind of pain. Rose had been his analgesic, and now she was gone.

He couldn't hold her gaze and moved to grab another battered and filthy discarded chair, placing it in front of Martha's and slowly sinking into it.

"There was a war," he began softly, still only able to meet her eyes for brief periods, after every other sentence, to judge just how much to tell her, where and when to stop talking, "a time war, the last great time war... My people fought a race called the Daleks... for the sake of all creation... and they lost."

It sounded so simple when he was forced to speak of the war. We fought, we lost. Words could not contain or describe the atrocities committed during those years, and so the Doctor didn't even try, but it also meant that no one would ever truly understand the devastation that had been wrought throughout the universe.

"We lost, everyone lost... They're all gone now," he told her softly, his voice lowering to just above a whisper as once more memories rose in his mind to capture him in their grasp and he knew that the next time he slept, the nightmares would be vicious. He could feel his throat closing and let his eyes lose focus again. Let himself see blonde hair and smell the vanilla of Rose's soap as he let the words continue to flow past his lips.

"My family... My friends... Even that sky... Oh you should have seen it, that old planet... The second sun would rise in the south and the mountains would shine..." He could feel his eyes burning with tears and longed for Rose to curl her arms around him, but he held back the grief because the blonde he was speaking to was only in his mind, and accepting such an embrace from Martha would only make things worse.

"The leaves on the tree's were silver, and when they caught the light every morning, it looked like a forest on fire... and when the autumn came, the breeze blew through the branches and sounded like a song..."

It would have been easy to sit on the abandoned street and talk about his planet forever. It would have been easy for the Time Lord to lose all sense of time wrapped in his memories, but eventually his words faded when he couldn't force another syllable past his lips, and silence descended.

He didn't know when the city had stopped singing, or when the sun had set, but the cool night air was seeping through his coat and when he glanced at Martha he could see her rubbing her arms for warmth.

"You should have said you were cold," he told her, his voice still quiet but raw from the hours he'd spent talking and Martha jumped at the change in topic, "Come on, we've been here long enough... the Tardis is waiting..." he said, standing and offering a hand to help Martha stand.

They moved through the dark streets in silence, the song of his ship guiding their path and before long they could see her welcoming blue doors and the Doctor pulled his key from his pocket, a soft smile settling on his features at her soft comforting brush against his mind.

As he closed the doors behind them and threw his coat over a coral strut, Martha stood by the console waiting for him, and when he turned to face her she offered him a smile, "Thank you," she said gently, and the Doctor frowned.

"What for?"

"For telling me," she explained, and he found he suddenly didn't know what to say, so just nodded.

"The Tardis should have a room ready for you if you want to sleep," he offered, and Martha nodded as a row of lights began flashing down the corridor, leading the human towards somewhere she could freshen up and recuperate. She shot him one last smile before leaving, and the moment the Tardis told him that Martha was far enough away the Doctor sent the Tardis into the Vortex and let his shoulders slump.

The fine trembling he'd barely been holding at bay started to build in his hands as he surrendered to the pain in his mind.

His ship was all but purring her comfort over their telepathic bond, but the wounds his words had reopened could only be sewn shut by a small blonde human. His ninth self might have been able to hold himself together with leather and dark glares, but he wasn't made for this kind of pain this time around, and all he wanted to do right now was hide under the Tardis console and cry into her circuits.

He couldn't let himself do that though, couldn't allow himself to shatter. Somehow he had to find a way to stay in one piece without Rose's help so he waited until he was sure Martha was sleeping, and carefully guided the Tardis into London.

He couldn't risk seeing Rose, but he found himself seated at a window booth in her favourite chippy, with a carton of those deep fried potatoes she'd loved so much. Surrounded by happy humans and East London accents, he watched the rain pour down outside and as he sat there and soaked in the blatant humanity something tight in his chest came loose, and the Doctor was able to breathe deeply again.

Sure, his wounds were still raw and open, but when he closed his eyes he could almost hear her laugh, and that sound staunched the worst of the bleeding in his hearts. Without his pink and yellow human on this side of the void, it was the best the Doctor could do, and he returned the Tardis to the vortex hours before Martha woke, his newest companion blissfully unaware of his self-help pit stop into London.


	7. Hidden Malice

When Rose and Ianto had returned to the main hub, Jack had sent him home, with instructions to not come back for forty-eight hours. To take the time to grieve.

Ianto hadn't said anything to Jack in response, merely collecting his belongings, handing in his weapon and leaving in silence with one last grateful squeeze to Rose's hand.

There wasn't much said between the rest of the team once Ianto had left the building and everyone seemed to be moving on autopilot. Owen and Gwen moved the bodies to the Torchwood morgue, Tosh went to work hiding any connection Torchwood had to the doctor Ianto had hired, and the delivery girl Lisa had murdered. Rose set to work dismantling the cyber conversion unit as the only one with any experience with the equipment, and Jack seemed to be distracting himself with cleaning up blood and checking Myfanwy for injuries.

Once the conversion unit was nothing more than a pile of scrap metal waiting to be melted down, Rose went looking for Jack. While she'd been busy dismantling, everyone else had gone home for the night and Rose wove her way through the destruction still evident in the main hub.

She found Jack in his office, one of the only rooms that had been unlocked that had avoided any serious damage, but he didn't look up at her when she opened the glass door, just remained sitting in his chair, arms resting on his legs and hands hanging loose between his knees as he stared at the floor, lost in his thoughts.

"Come on, Captain, let's check you out," she said softly, breaking the silence and watching Jack's head whip up at he stared at her in surprise.

"Rose..."

"I bet you didn't let Owen near you with a medkit," she continued, ignoring the broken note to his voice as she lifted the box of medical supplies in her hands. Jack let out a small choked laugh before standing and pulling the small blonde into a crushing hug and she let him, allowing her free hand come up around him in response and drawing her own measure of comfort from the warmth emanating from the American.

Neither of them bothered keeping track of how long the hug went on, but eventually Rose felt Jack's arms loosen slightly and let the hand that had wound around his waist pat against his back gently, "Come and sit down, let me take a look at that lip if nothing else," she requested, indicating the sharp split that Ianto's punch had put on his face.

Jack sighed, but nodded and returned to his chair with Rose following. She sat on the edge of his desk using her feet to pull the wheeled chair closer and it was a sign of her friends state of mind that the motion didn't pull a flirtatious comment.

He calmly let her angle his head and clean the wound on his upper lip without comment, and when Rose checked she could see that he was lost in thought again. A few medical strips to stop the injury splitting open any further and Rose released Jack's jaw and let her hands fall to her thighs.

"What are you thinking?" she asked simply, and Jack blinked at her before offering a weak smile.

"I'd forgotten how good you are at that," he said and Rose raised her eyebrows, "At getting me to drop my guard... it always worked on the Doctor too, you know."

Rose laughed, "Never well enough, I could never get a straight answer out of him about why you didn't come with us on Satellite Five." It was the coldness suddenly filling Jack's gaze that made Rose pause and she blinked at him startled, "What? What's wrong?"

"He never said?" Jack asked, and Rose shook her head.

"Never said what?"

"I didn't stay behind... he left me there." Jack told her, "I woke up surrounded by Dalek dust, and heard the Tardis engines... I made it just in time to watch her disappear with the Doctor inside. I don't know what happened..."

"He sent me home," Rose said, and Jack raised his head to meet her gaze, and nodded.

"Right, so how did the Tardis get back?"

"I flew her," she answered simply and Jack's jaw dropped open.

"What?"

"I... I couldn't just leave you both there, so I tried to get her to go back, but she wouldn't... and it took a couple of days, but mum got a tow truck and I forced open her heart-"

"Rose..."

"I remember looking into the heart of the Tardis," Rose continued, unable to stop now she'd started, "and I was determined to have her help to save the Doctor... both of you, and there was bright gold light, and singing, and that's the last thing I remember until I woke up on the floor, and the Doctor was there, flying her and we'd left Satellite Five and... Then he regenerated," Rose finished softly.

"You never said..." Jack murmured, eyes wide and Rose frowned.

"You never said you can't die," she shot back, frowning at him and Jack flushed, surprising her, "Did you think I'd have left you there by choice?" Rose asked suddenly wondering if this had been the reason for the mans reticence with her since her return, and she had her answer when Jack looked away.

"I didn't think the Doctor would either, but..." he let the sentence trail with a shrug of his shoulders and Rose frowned.

"When I said we should go back for you, he told me you were busy... 'rebuilding the Earth', were his exact words if I remember correctly," she told Jack firmly and she saw him glance at her with cautious hope building in his blue eyes.

"You were going-"

"Of course I wanted to go back for you!" she snapped, slapping his arm, "and trust me, I'll be finding out why he lied to me when we eventually find that bloody alien again!"

Rose was angry now, her breathing heavy and she could feel the burn of tears in the back of her eyes at the pain their abandonment must have put Jack through, but his warm smile surprised her and she shook her head, "What are you grinning about?" she demanded, still furious with the absent Time Lord.

"Nothing at all, Rosie,"

"Oh shut it," she told him, sighing and letting her frame relax as she forced herself to let go of the anger for now.

"So... can you really not die?" she asked and Jack sighed, leaning back in his chair and putting his feet on the desk beside her, ankles crossed.

"Not yet... been killed a few hundred times now; I always wake up."

"Never been killed by a Cyberman before though, I'll bet, how did you know that wouldn't be it?" she asked, and the long moment of silence answered for her, "You didn't know; You just guessed."

"I hoped... Didn't want to leave you alone, before you found the Doctor after all," he teased gently when he saw the pain in her face, and slowly his smile faded.

"Your name is on the list of the dead from Canary Wharf, Rose," Jack said softly, "I thought you'd been killed by a Cyberman or a Dalek for far too long, I wasn't about to let it happen again... You're the sister I never had, if it's the last thing I ever do I'll keep you safe so you can find the Doctor again," he promised and Rose shook her head in disbelief.

"My hero," she told him playfully, and Jack couldn't help but laugh.

* * *

Martha entered the control room of the Tardis with a bit of hesitance to her step. The Doctor had said one trip. He'd stretched that into once to the future and once to the past, but now she was almost expecting the alien to drop her back home the moment she showed her face in the console room. He surprised her though, as when he heard her enter the room he suddenly appeared from beneath the console and that dopey grin that made her heartbeat speed up was plastered across his face.

"Martha! Just in time, Tardis picked up on some odd readings in the vortex that need checking out," he announced, and bounced to his feet, pulling levers and flipping switches as he darted around the control column.

"Bit of a detour, it's probably nothing, weelll... could be nothing... weelll I say 'could be', might possibly, actually, be something... anyway, hope you're well rested," he babbled and she couldn't stop herself from responding to his manic grin with a smile of her own as the Tardis landed, and he held out an arm inviting her to exit the ship first.

She darted towards the door and stepped out onto new ground, the swell of emotion in her chest hitting just like her last two trips, and she didn't think she'd ever get used to it. A city skyline, lots of water with sail ships drifting across the horizon, and green grass beneath her feet that distinctly didn't smell like apples and Martha had to ask, "Where are we?"

She heard the Doctor step out of the Tardis behind her and close the doors securely before taking a deep breath and releasing it in a loud cry of excitement, "Ah! Smell that Atlantic breeze. Nice and cold. Lovely... Martha, have you met my friend?"

Turning she felt her jaw drop as she gasped, eyes going wide at the oh so familiar landmark; "Is that...? Oh, my God, that's the Statue of Liberty!" letting her eyes drink in the sight as the Doctor began a small monologue, a pattern that she was beginning to become familiar with.

"Gateway to the New World. Give me your tired, your poor, your huddled masses yearning to breath free..."

"That's so brilliant. I've always wanted to go to New York. I mean the real New York, not the new, new, new, new, new one."

"Weelll, there's the genuine article," he spun on his feet, turning his back on the iconic statue, and nodding towards the mainland, "So good, they named it twice, and with a bit of luck it'll make up for being kidnapped on an alien world," the Doctor said, throwing a grin over his shoulder as Martha moved to follow him, staying by his side, especially after New New York.

"Mind you, it was New Amsterdam originally," the Doctor continued his educational monologue, "Harder to say twice, no wonder it didn't catch on; New Amsterdam, New Amsterdam."

His easy playfulness drew a soft laugh from her, but then something on the skyline drew her attention and she remembered that the Tardis wasn't just an ordinary spaceship,"I wonder what year it is, because look, the Empire State Building's not even finished yet."

"Well, wonder no longer, I am a Time Lord after all," the Doctor told her, but she wasn't looking at him, her back turned as she scanned their more immediate surroundings, but the Doctor didn't notice, narrowing his eyes in thought as he spoke, and silently tapping into his time senses, "Work in progress. Still got a couple floors to go, and if I know my history, that makes the date somewhere around-"

"November 1st, nineteen-thirty," Martha said confidently, and the Doctor blinked, turning back to his companion in honest surprise.

"You're getting good at this," he praised swiftly, before spotting the newspaper in her hands and his lips twisted into a grimace, "That's cheating," he told her, all but retracting his earlier compliment, but Martha didn't seem to be listening to him, once again caught up in the time travel aspect of his ships abilities.

"Eighty years ago," she mused, and the Doctor watched her curiously. She took to time travel on her own planet easier than space travel to new worlds, he decided. That wasn't a problem, every companion adjusted differently and every companion had a preference, but seeing how they all reacted was one of his favourite parts, and he shushed the northern part of his brain that whispered no one had ever taken to Tardis life as naturally as Rose.

Pushing his past self back into his mental box, the Doctor returned his attention to Martha to hear her still marvelling over the fact that something that should have been firmly in the past was now very securely in their present, and future and he took the newspaper from her hands gently as she continued to marvel at their location in space and time.

."..all those old newsreels, all in black and white, like it's so far away but here we are. It's real. It's now!" she all but squealed and just like that the Doctor was hit with another memory of Rose, and felt his hearts stutter and his fingers clench around the newspaper.

 _"But, it's like, think about it though... Christmas. Eighteen-Sixty. Happens once, just once, and it's gone. It's just finished, and it'll never happen again. Except for you. You can go back and see days that are dead and gone a hundred thousand sunsets ago... No wonder you never stay still..."_

 _"Not a bad life?"_

 _"Better with two... Come on, then..."_

"Come on then, you," Martha's voice crept into his mind shattering the memory and he blinked back to the present, eyes focussing on the paper in his hands and he grasped at the distraction he discovered on the front page of the New York Record as Martha grinned up at him, asking where he wanted to go.

"I think our detour just got longer," he answered, his voice low as he turned the cover back to the young doctor and glanced around their immediate surroundings once more as he let her read.

"Hooverville Mystery Deepens; What's Hooverville?" The Doctor blinked down at her and shook his head, "Let's get over to the mainland, and I'll tell you on the way, alright?" he offered, folding the paper and slipping it into the pocket of his coat as she nodded her agreement, and the pair went to find a ride into Manhattan.

It didn't take Martha long to almost forget that their reason for being there had been unusual vortex readings, and the Doctor let her weave them a path across Manhattan sightseeing on their way towards Central Park. It was only once they were within sight of the patch of green in the middle of the city that he gently took her elbow and redirected her into the park.

"Alright then, what's Hooverville?" she asked, letting out a satisfied sigh, the warm breath clouding in the cold air.

"Herbert Hoover," the Doctor started to explain, "Thirty first President of the USA, came to power a year ago, up till then New York was a boom town, the Roaring Twenties, and then..." he held his hand out, waiting to see how much Martha knew of US history.

She thought for a moment before answering, "The Wall Street Crash, yeah? When was that, 1929?"

"Yeah," he confirmed, his tone no longer playful. The thought of the damage that singular event had caused lowered his mood, and the Doctor knew that the day wasn't going to get any better, "Whole economy wiped out overnight. Thousands of people unemployed. All of a sudden, the huddled masses doubled in number with nowhere to go... So, they ended up here in Central Park." he finished, hands in his pockets and face grim.

"What, they actually live in the park?" Martha asked, and her voice all but told him not to be so ridiculous. He turned his eyes back to her and raised his eyebrows reprovingly and partially in surprise that she seemed unable to comprehend what lengths desperate people will go to to survive. Didn't student Doctor's do volunteer work any more? Or was that on Rafern Three?

In the face of his stare though, she just raised her own eyebrows in disbelief, "In the middle of the city?"

When he didn't crack a smile, or let his eyes soften, or even break their stare, Martha frowned and he could see the reality beginning to settle into her eyes as they moved deeper into the park. He was suddenly aware that Martha had probably never had to steal food to stave off hunger, or sleep in her clothes because there was no heating, and that the conditions the people in Hooverville were living under was going to be a particularly big culture shock for the human, and he sighed.

As they stepped through a roughly knocked together archway, with 'Hooverville' chipped away on it, the Doctor watched Martha take in the destitution around them, the ramshackle huts and dozens of people crowded round tiny fires in a desperate attempt to keep warm.

"Ordinary people lost their jobs; couldn't pay the rent and they lost everything," he said quietly as he surreptitiously studied the men and women they passed. Rose had said more than once that it was moments like these that were the hardest part of travelling with him. Knowing when you could help someone, and knowing when you had to leave things alone and watch ordinary people suffer.

"There are places like this all over America," he continued quickly, brushing thoughts of Rose from his mind so he could concentrate, "No one's helping them... You only come to Hooverville when there's nowhere else to go."

"I can't believe this..." he heard Martha whisper, and glanced down at her face. Her expression was of badly concealed shock, but he could see the pain there in her eyes and let his shoulders relax. Her words weren't of denial but horror, and while that wasn't a good thing for her to feel, it was better than the alternatives.

They stood a moment, watching a fight over food and a third man stepped in as arbitrator, and it gave the Doctor's companion a moment to calm down and compose herself. It was only as the crowd began to disperse that he nudged her arm gently with his elbow, and invited her to follow after him with a gentle, "Come on."

He felt her stay beside him, and took a couple of long strides to catch up with the man who had broken up and resolved the argument, "I suppose that makes you the boss around here," the Doctor offered, head tilting in greeting, and having to smother a wince at the almost unhealthy level of suspicion being aimed at him.

"And, uh... Who might you be?" the man asked as he continued moving across the clearing to stand by one of the many small fire's scattered around the park.

Martha was quick to introduce them both, and confirmed that they'd heard his name correctly, Solomon. The apparent protector of Hooverville seemed to instantly find humour in the Doctor's name, and the Time Lord couldn't stop a soft, slightly sad smile as the man went on to explain that while they had stock brokers and lawyers, he was their first Doctor.

"How many people live here?" Martha asked, and the Doctor let her satisfy her curiosity as he studied Solomon. He seemed strong, with a sense of honour and the Doctor decided that he could be helpful, especially as he seemed to take responsibility for the people residing within Hooverville.

."..I will say this about Hooverville, we are a truly equal society. Black, white, all the same. All starving. So you're welcome, both of you," he offered and the Doctor smiled. Generous too, he decided, adding to the list of qualities Solomon had been displaying so far, and genuinely kind.

"But tell me Doctor," Solomon continued, and the Doctor focussed on the man's words once more, "you're a man of learning, right? Explain this to me..." He turned and moved away from the small campfire that he'd been warming his hands against, and led them through a few narrows paths between rotting shacks before pointing up at the sky towards the unfinished Empire State Building.

"That there's going to be the tallest building in the world," Solomon stated, before turning back to the Doctor and Martha, and raising an eyebrow at them, "How come they can do that, and we got people starving in the heart of Manhattan?"

The Doctor stared up at the construction site and felt his jaw clench. Solomon had asked for an answer, but the Doctor didn't have any that were satisfactory, and it didn't seem the man truly expected the Doctor to say anything, because a moment later he was walking away and the Doctor had to force himself to swallow hard against the sudden tightness in his throat.

Rose had been right; knowing when you couldn't help anyone and making yourself walk away had always been the hardest part.

oOoOoOoOoOoOoOoOoOoOo

It had been a quiet couple of weeks at Torchwood since the Cyberman Incident, and Ianto had returned to work with only a nod of forgiveness shared between him and Jack. Rose had rolled her eyes at the pair and made a pot of tea, and that had been all that had been said on the matter, at least within the walls of the hub.

She knew Ianto wasn't sleeping well though when the dark circles under his eyes started to stand out, and that's when Rose started digging around for small side projects she could have Ianto help her with as a distraction. He'd leapt at the opportunity, and while he left the hub at six every evening, Rose could almost guarantee that he'd be letting himself back in sometime between one and two am most mornings.

She kept him distracted with projects, potential cases and sweet tea, and the Welshman usually got another couple of hours sleep on one of the sofa's in the early hours of the morning, the constant presence of another person nearby often keeping his nightmares at bay.

It was during one of their early morning research sessions, when Rose was on her way back to the workstations after making them both a fresh pot of tea, that she heard Jack stumble across Ianto. She'd known it would only be a matter of time before they were discovered, but it had only been a few weeks and the atmosphere around the two men was still bordering on tense.

"You shouldn't be here," she heard Jack say quietly, and Rose paused, just out of sight, waiting to see if she needed to referee the two when they thought there were no witnesses to their interaction.

There was a long moment of silence, during which Rose wished she didn't have a mug of tea in each hand so she could bite her nails, before Ianto responded with an almost cheeky; "Neither should you."

Rose grinned and peered round the corner, watching Ianto move towards the computer they'd been working on with mild confidence. He knew that Rose had ok'd his being there, Jack didn't and that let the Welshman turn his back on Jack and continue working.

She saw Jack step out of his office, suspenders hanging loose, and she briefly wondered what had woken him. She pulled back a little to make sure she remained unseen, but Jack had his eyes fixed on Ianto as he moved to stand behind him. He seemed to take a bracing breath, before he let a hand rest on the man's shoulder and Rose smiled to herself when Ianto didn't brush him off, just glanced around a little surprised, as Jack queried what he was working on.

Ianto took his own version of a bracing breath, but let it out in a tired sigh as he answered, "Funny sort of weather patterns," he started to explain, glancing over his shoulder at Jack and spotting Rose behind him.

"Is that my tea?" he asked, offering her a smile and Rose returned it easily as she pushed off from the wall and approached, but Jack didn't turn, eyes staring at the screen Ianto had pulled up.

"Yup, careful it's hot," she said, passing Ianto a mug as she frowned up at Jack, "What is it?" she asked, recognising the odd look of concern on his features, and the barely there furrowing between his brows.

"Could be nothing," he answered after a moment, and Rose raised an eyebrow at him as Ianto took a sip of his drink to hide a smile at the look of unimpressed impatience she was giving their boss.

"Alright, fine... It might be something... but I need to check something before I'm sure," Jack defended himself gently, folding his arms across his chest, "I'll need you and Gwen to come with me to an exhibition this afternoon, there's someone I need to speak to."

Rose nodded, surprised but more than willing to trust that Jack would tell her what she needed to know, "Sure, I'll send her a text in a couple of hours, why don't you go have a shower, get dressed, there's a pot of tea in the kitchen," Rose offered easily, eyes worried and Jack offered her a mildly reassuring smile before nodding, and moving away from the desk to do as she'd suggested.

Rose could feel Ianto glancing between them, and turned to meet his questioning gaze.

"Are you two...?" he seemed to hesitate, and Rose raised an eyebrow, wondering if Ianto was going where she thought he was.

"None of us really know much about Jack," he started again, "but you seem like you've known him a long time,"

Rose nodded and drank some of her tea, "Jack travelled with me and a mutual friend for just under a year, we know each other pretty well," she answered, but Ianto shifted in his seat.

"Are you and he..."

"Best friends, yeah," she cut in quickly, "he's like an insanely over protective big brother," she whined, breaking the tension Ianto's hesitancy had built up around them and answering his unspoken question at the same time, "Hogs the shower, vets my boyfriends, tells me way more about sexual exploits than I ever wanted to know," she complained, grinning when Ianto flushed bright red, and started spluttering as he turned back to the computer, eyes wide.

"Oh, well... That's... uh... I mean..."

When she laughed he managed to stop stumbling over his words, and just glared at her for a long moment, cheeks still flushed pink "I hope you choke on your tea, Rose Tyler," he told her gently, but it just drew a fresh round of giggles from the blonde.

* * *

"What, exactly, are we doing here?" Gwen asked several hours later as she and Rose followed Jack down a small street, having left the SUV in a nearby car park.

"Dunno, but if we're not quick, the tires on the car won't be there when we come back," Rose muttered, looking around the rough area. She saw Gwen throw a grin at her, but Jack was too busy answering her question.

"I got an invitation from an old friend, two days ago... here we go," he said, holding an arm out towards a run down auditorium and Gwen glanced at the timetable on the board outside.

"Faeries? Are you kidding me?" Gwen asked, her voice dropping as she studied Jack's expression intently. Rose had to admit, she was surprised herself, but she could see Jack's amusement at Gwen's blatant disbelief and frowned.

"Just because they're called Faeries, doesn't mean that's what they are, Gwen," Rose answered, thinking of the Gelf and how they'd portrayed themselves as benevolent beings and Jack pointed at her nodding.

"Right."

He lead them both inside and into a darkened room with an older woman standing at the front speaking, a projector with pictures her only accompaniment. The room could have held a couple of hundred people, but there were only a handful of listener's scattered around.

The woman paused her presentation when they entered and smiled at Jack when he waved. As she continued speaking, Jack shot her a bright smile before urging Rose and Gwen to be silent and guiding them to a row of seats near the back of the room.

"I don't believe this," Gwen muttered, and before Rose could chastise her, Jack had already shushed the woman. Rose could see how seriously Jack was taking the tales, and so turned her attention to the images on the projector, frowning in thought. The creatures were beautiful, there was no doubt, and if Jack was taking this woman seriously, then Rose didn't doubt the validity of her claims, but what these 'faeries' had to do with the weather patterns that had put the worried frown on Jack's face that morning, still eluded her, so she rallied her patience and waited.

She shot a glance at Jack, but the look on his face made her throat close up and her stomach tighten. It was the same look he shot at her when he thought she was being particularly amazing. The tight genuine smile, soft eyes, relaxed features and Rose suddenly knew with absolute certainty that Jack knew this woman, and cared for her deeply.

She didn't know what the woman said, too focussed on Jack's expression, but suddenly he shook his head and frowned.

"Wrong; she always gets it wrong," he complained, shaking his head and the woman finished her presentation, "Come on, I'll introduce you," he said to the two women seated beside him, and casually stood, letting a soft smile touch his features as they moved past the few listeners now leaving the room, and approached the woman, Rose and Gwen following a few steps behind as Jack gently tugged his friend into a tight hug.

"Oh Jack, I'm so glad you could make it," she said as Jack released her.

"Wouldn't miss it, Estelle... these are some friends of mine, Gwen and Rose," he introduced the women, and Rose held out her hand, taking Estelle's in a firm but gentle grasp.

"Lovely to meet you, your photographs are amazing!" she said, and the older woman laughed, seemingly torn between flattered and embarrassed.

"They're rather shaky, I took quite a few but only showed the best ones, even they weren't as clear as I'd have liked," she answered, her cheeks turning a soft pink as Rose beamed at her.

"Do you have the other's with you?" Jack asked, and the woman rolled her eyes at him.

"Of course," she replied, grabbing Jack's elbow and steering him over to the table.

"What are we doing here?" Gwen muttered to Rose softly, "Faeries? This has got to be a joke, right?"

Rose just shook her head with a sigh, "Imagine for a moment you'd seen a weevil for the first time, before you knew about aliens... what would you think you were seeing?" Rose asked, and Gwen frowned.

"I don't have to imagine, that's part of how I found Torchwood... I thought it was a mask, or some kind of acid damage to someone's face..."

"Right," Rose agreed, "So 'alien' isn't the first thought you jump to, yeah? So if you see small white creatures that glow, and have a humanoid shape with wings, what are you going to call them?" she asked, and Gwen went pale as what Jack and Rose had been trying to explain to her finally clicked.

"Oh god... so you're saying that what she thinks are Faeries are..."

"They could be anything, but Jack seems to know more than he's saying right now, so I'm trusting him," Rose answered with a shrug as she watched the American pour over Estelle's pictures, "Come on, we'd better take a seat, it look like he's going to be a while," Rose said with a sigh, and she and Gwen took seats in the front row where they were close enough to listen to the quiet conversation between Jack and Estelle.

Jack was faster than Rose had expected, and it only took him around twenty minutes to flip through the slides Estelle had with her, putting a few up on the projector to get a better look at them, but most he peered at briefly before replacing into their box.

"Estelle, when did you take these?" Jack's question made Rose jump in her seat, and she glared at the amused grin Gwen was shooting at her for her distraction.

"A couple of night's ago, I left you that voice mail the next morning, I knew you'd want to see them," the woman replied, leaning patiently against the table that had her belongings spread across it, watching Jack rummage through everything with a smile.

"Where?"

"In Roundstone wood."

"That's not far from here," Gwen threw in, eyes flicking between Jack's unreadable expression, and Estelle's kind smile.

"No, about a half hour drive I suppose," she agreed, turning glittering eyes back on the American, "It is so good to see you again, Jack, it's been far too long- Oh look, there's the wood," she exclaimed, interrupting herself when Jack placed a new slide onto the projector, but Rose had been watching Jack's expression and caught the shadow pass behind his eyes.

"What is it, Jack, what's wrong?" she asked softly, watching his shoulders stiffen at her questions, but what surprised Rose was when it was Estelle who answered her.

"Oh, Jack and I have always disagreed about Faeries. I only ever see the good ones, he only ever sees the bad!" she explained, and Rose raised an eyebrow.

"Maybe you're both blind to what the other can perceive?" Rose offered, drawing a laugh from Estelle.

"They're all bad," Jack shot back, and Estelle shook her head and tapped the pen in her hand against his arm in reproof.

"No, I refuse to believe that,"

"Well... I suppose one person's good could be another person's evil," Gwen offered softly, playing mediator, but Rose could see the determination behind Jack's cold gaze. To have such a solid certainty, she knew he had to have some kind of proof or personal experience. She'd never known the 51st century man to be closed minded about anything, always willing to bend unless he had a damn good reason not to.

."..Oh Jack, if only you'd seen them out there in the wood!" Estelle's elation drew Roses gaze, and no matter her friends concerns, the woman's sheer delight drew a smile to her face, "They were happy, they were dancing and the faerie lights were shining," she sighed softly, and Rose could see some of Jack's defensiveness leak out of his frame as he smiled down at Estelle.

"Do you have any more photo's?" he asked softly, and Estelle glanced up and met his eyes before sighing, apparently resigned to the fact that she wasn't going to change his mind, before nodding in response.

"Yes. At home." she told him, dropping her hands to her sides in surrender.

"We need to see them all," Jack said, and Rose stood up, ready once more to follow after her friend.

* * *

The Doctor and Martha quickly found where Solomon had gone, and found him clearing up around the front of the shack he'd emerged from earlier.

"So," the Doctor began again, and Solomon's head whipped round in surprise, "Men going missing, is this true?" he asked softly, unfolding the newspaper and holding it up, but Solomon just stared at it for a moment or two before taking it from the Doctor's hands.

"It's true, alright," he confirmed, and seemed to hesitate a moment before inviting the two travellers inside his tent, taking the paper with him.

"What does 'missing' mean, exactly?" the Doctor asked as he held the tent flap open for Martha and she ducked inside, hands rubbing along her arms to ward of the November chill, "People must come and go here all the time, it's not like anyone's keeping a register..."

His words prompted a verbal invite as Solomon took off his hat and sat down, seeming to get comfortable as he prepared to answer the Doctor's questions, "Come on in," he told them, "and close the front, it'll keep what warmth there is in," he instructed Martha gently.

He waited until the two friends were seated, Martha opposite, and the Doctor beside him, chin propped up on his hand, before Solomon began to explain, shaking the paper to illustrate his point.

"This is different," he started, and Martha tipped her head.

"In what way?"

Solomon paused again, but this time the Doctor could see that the hesitation was caused by reluctance, and a dash of resignation, and it told him that the man's concerns had been brushed aside one to many times. He didn't want to be brushed off again.

"Someone takes 'em," he finally answered, and the Doctor frowned, "at night. We'll hear something, someone calls out for help but... by the time we get there they're gone. Like they vanish into thin air," Solomon sighed, a defeated slump to his head and shoulders.

"And you're sure someone's taking them?" the Doctor asked, and he could almost feel the smack Rose would have landed to the back of his head before the words had finished passing his lips. Of course the man was sure, it was written in every tired line of his face.

"Doctor, when you got next ta' nothin' you hold on ta' the little you got," Solomon said, his eyes earnest, and the Doctor found himself nodding in agreement, even as Solomon continued, "Knife, blanket, yah take it with yah. You don't leave bread uneaten, fire still burning..."

"Have you been to the police?" Martha asked, but the softness to her voice suggested she already knew the answer, and Solomon turned to her and nodded.

"Yeah, we tried that. 'Nother deadbeat goes missing, big deal..."

"So the question is who's taking them, and what for..." The Doctor said, eyebrows drawing together with a frown as large portions of his mind began hurtling off in various direction to try work on the clues it had already gathered.

"Sol!" came a shout, and everyone's heads turned to the front of the tent as a young man ran in, "Solomon, Mr Diagoras is here..."

Without another word, Solomon stood and moved to follow the young man, and all the Doctor could do was respond to Martha's silent question's with a shrug, and follow the man outside.

What they found, less than a hundred yards from Solomon's tent, was a greasy looking human in a sharp suit with what appeared to be two bodyguards either side of him, standing on a small box and offering work to the crowd of Hooverville citizens gathering around him.

."..Sure look like you could use the money!" the Doctor heard as they approached, and the teen who had run to get Solomon shouted out from the crowd.

"Yeah? What's the money?"

"A dollar a day," Diagoras replied, and the Doctor frowned. With all the currencies in all the time periods in the universe, he wasn't completely sure, but that didn't sound like very much, even for this time period, but he stayed silent. From the mutterings going around the crowd, no one seemed happy with the offered wage, but many were desperate enough to consider it.

"What's the work?" Solomon was the next to shout, and again his answer came swiftly.

"A little trip down the sewers," the information was met with louder groans and complaints that Diagoras spoke over as he continued to describe the job, and the Doctor watched the discontent of the crowd growing. "Got a tunnel collapsed, needs clearing and fixing... any takers?"

"A dollar a day? That's slave wage," Solomon called back again, and many of the crowd chimed their agreements, which is explained why there had been no hands up to accept the job just yet, "and men don't always come back up, do they?" Solomon said. He clearly knew the answer to that question but Diagoras was suddenly nervous with the direction Solomon's questions were leading the conversation and smiled trying to brush the topic aside, instantly raising the Doctor's own suspicions.

"Accidents happen!"

"What do you mean? What sort of accidents?" the Doctor called. Sure sewer tunnels could collapse, but the crowds reaction seemed extreme for what should have been a fairly uncommon occurrence, but instead of answering Diagoras deflected and something in the back of the Doctor's mind, some instinct, set off a mauve alert and he found his hand raising.

"Enough with the questions!" Diagoras shouted, and the Doctor shook his head slightly, the frown fixed on his face.

"Oh n-no no no, I'm volunteering, I'll go," he said, turning to Martha when he saw her hand raising out the corner of his eye. Her eyebrows raised, and very slowly she threatened him with a quiet, "I'll kill you for this," and he couldn't stop the soft giggle that escaped him, a thrilled smile sliding across his face. It was nice to have his life threatened by someone he knew wouldn't actually follow through on their word, and Martha was so serious about it, he couldn't seem to wipe the grin from his face.

Seeing him and Martha with their hands in the air, the teen also volunteered, and Solomon reluctantly followed. The Doctor didn't know if it was curiosity, or desperation that spurred them sign up, or a combination of both, but he was determined in that moment to make sure all four of them came out of the sewers in once piece.

While the two bodyguards escorted them across town to the sewer entrance they needed, Diagoras got into a car and left, announcing he'd meet them there. Although Solomon introduced them to the teenager, Frank, not much was said on the walk from Hooverville to the sewer entrance, and when the four workers got there, Diagoras was waiting as promised.

"Alright then, here's a torch for each of yah, some rope, a couple of shovels, two radio's and a few tools to repair the collapse once you've cleared the way," he explained, handing over the meagre equipment and preceding them into the tunnel. Once at the bottom he waved them down and slowly all four descended into the dark.

Diagoras waited until Frank hopped off the bottom rung of the ladder before continuing his instructions, "Turn left," he said, waving his hand in the direction they needed to go, "then walk roughly a half a mile, follow tunnel two seven three an' the falls right ahead of yah, yah can't miss it."

"And when do we get our dollar?" Frank asked, his eyes wide and voice demanding over the squeals of the rats.

"When you come back up," Diagoras answered, meeting the boys eyes and staring him out.

"And if we don't come back up?" the Doctor asked, taking the man's attention away from Frank. Diagoras locked his gaze with the Doctors then, but the Time Lord wasn't some human teenager and didn't waver.

"Then I got no one to pay."

"Don't worry, we'll be back," Solomon said firmly, and Martha nodded, adding her own "let's hope so," to the confident declaration, but the Doctor was still staring down Diagoras, and the human hadn't yet glanced away.

It wasn't many creatures who could hold his gaze, but something gave Diagoras the confidence to do so and that alone gave the Doctor some concern. It was only when he could hear the other three begin to take the left turn that he slowly took a step backwards, and turned, holding the human's gaze for as long as possible before breaking it and following after Martha. Even then, he could feel the mans cold eyes on his back, and he could feel his body preparing to run or fight.

There was more going on in these sewers than a collapsed tunnel, and something told him they were going to walk right into it.

"We just gotta stick together," he could hear Frank telling Martha as he caught up with the other three, "It's easy to get lost, s'like a huge rabbit warren... you could hide an army down here," he continued, and the Doctor sighed.

"That's what I'm worried about," he muttered to himself, wincing at the echoes the tunnel caused around them, but his voice had been drowned out by the splashing of their feet and Frank's voice as he continued to describe the sewers to Martha. The slight tremble to the young man's voice said that he didn't want to be here, so the Doctor let Frank fill the silence with comforting babble as they walked. A few glances at Martha made him think she was doing the same thing, so he busied himself with studying their surroundings, making note of anything that would help orientate them so they could easily find their way back out.

"So, this Diagoras bloke, who is he then?" he asked Solomon sometime later, something about the smart suited man continued to rub the Doctor the wrong way and he hadn't made it to over 900 years old by ignoring those instincts.

"Couple o' months ago, he was just another foreman," Solomon answered, "Now... it seems like he's running most of Manhattan."

The Doctor frowned, turning the man's words over in his mind, "How'd he managed that, then?"

"These are strange times," Solomon said with a humourless laugh to his voice, "Man can go from bein' a king o' the hill to the lowest of the low overnight... Just for some folks it works the other way round."

While some part of his mind catalogued Solomon's words, the Doctor had been continuing to watch their surroundings, and was suddenly glad he could focus on multiple thoughts at once when the group almost walked straight over something that looked decidedly not right, especially for a sewer system on Earth during the nineteen thirties.

"Woah!" he called, and came to a slow stop before the glowing object just as Martha leant round him with her torch and bent down to get a better look.

"Is it radioactive, or something?" she asked, and the Doctor placed his lantern on the ground before crouching, glasses sliding onto his face, even as his respiratory bypass kicked in. Martha crouched beside him and promptly gagged.

"It's gone off, whatever it is!" she choked out, her hand pressed against her face in an attempt to ward off the smell. Without waiting for his companion to adjust, the Doctor leant forward and carefully slid his fingers underneath the glowing green mass of what seemed to be flesh of some kind, bringing it up from the ground and close to his face so he could get a better look at it.

."..and you've got to pick it up," Martha muttered, clearly disgusted. Her voice said she couldn't be less amused by this decision, but the Doctor was too focussed to think up a witty come back, watching the strange jellyfish like tendrils hanging from the bottom of the mass, something familiar tingling in the back of his mind, faded memories stirring.

He brought it close to his face, mouth opening, and nearly jumped out of his skin when, clear as Martha beside him, he heard Rose's voice, " _Don't you_ _ **dare**_ _lick that thing, you don't even know what it is yet_!"

He drew a deep breath in surprise, shutting off his respiratory bypass, as he answered her in his mind, ' _I wasn't planning on it!_ '

' _Yeah, right,_ ' she muttered, before the Doctor remembered that she was gone, and her words were nothing more than an imagination of what she might have said. He frowned at the gloopy discovery and ran his thumb over it as he began analysing the scents that his surprise had inadvertently allowed him to collect.

"Shine your torch through it?" he asked Martha, before nodding to himself as the glow of the torch combined with some components he'd found in the smell meant that he now knew what it was, "Composite organic matter," he announced, flesh grown in a lab from more than one type of DNA, and he raised his eyes to his companion, taking a small measure of amusement from the horrified disgust on her features, while her hand covered her mouth and nose as best it could.

"Martha? Medical opinion?" he asked, and part of him admitted that his question was mostly to see if she'd remove her hand long enough to answer him.

"It's not human, I know that!" she said, her voice shaking a little, and the Doctor nodded, a swell of pride running through him when she made a concerted effort not to shy away from the stench again.

"No, it's not..." he confirmed, but that memory was still tugging at him, something about the look of the thing was familiar to him. Whatever it was, the real question had become, how had it gotten over a mile into the sewers?

Just like that another thought sparked and connected in his head and he rose to his feet swiftly, shoulders suddenly tensed, "and I'll tell you something else... we must be at least half a mile in, and I don't see any sign of a collapse, do you?" he asked the others, eyes shooting around them, suddenly more than a little wary. The sewers were narrow, nowhere to run or hide if there was something down there with them, and the jellyfish like creature now in his pocket suggested exactly that to the Time Lord, "Soo why did Mister Diagoras send us down here?" he continued as the other three shone their torches around them trying, almost desperately, to find some kind of collapse that would make the Doctor's terrifyingly logical line of thought obsolete.

"Where are we now? What's up above?" Martha asked simply and the Doctor ran their path along the sewer tunnels through his mind, and overlaid it onto the geography from the surface before answering.

"Weelll... We're right underneath Manhattan, actually," the Doctor told her, glancing up at the curved top of the tunnel to stare at the wet stone above them speculatively and they all took a moment to stand in silence, before Solomon almost physically shook himself.

"Well it's gotta be down here, he's got no reason to offer pay when there's no work needs doing... He probably misjudged the distance... We keep going we're bound to hit the collapse soon," the man announced and Frank nodded his agreement, eager for a less pessimistic outlook than the Doctor's words had painted, and the Time Lord nodded.

"Right, yes, well let's get going then," he agreed, and Martha raised an eyebrow at him, as the other two started marching through the tunnels, their pace quickened by fear.

"Keep your eyes open," the Doctor said to his companion, his own worried gaze currently fixed on Solomon and Frank as they moved ahead. He felt Martha nod beside him before they both broke into a light jog to catch up with the two men.

* * *

When Rose, Jack and Gwen arrived at Estelle's home, all three helped the woman unload her equipment from her car and carried it inside for her, letting Estelle direct them on where to place it.

"Thank you Jack, girls," Estelle said once the items had been put down, and turned to find Rose standing beside her smiling.

"Who's this handsome guy, then?" she asked and Estelle beamed at her proudly.

"This is Moses," she introduced, and as Rose picked up the large black and white cat, Gwen came over to pet the creature while Estelle picked up a folder and handed it to Jack with a smile.

"They're mostly just pictures of the area," she warned him before moving back to Rose and relieving her of the purring bundle of fur.

"Come on, my darling, it's quite time you went outside, isn't it?" she murmured to the creature. Gwen watched her leave the room before tugging Rose over to the pictures lining the mantelpiece and pointing out the one that had caught her eye from a distance.

"Rose, is that...?" she half asked, hesitating a moment when Rose's brown eyes seemed sad for a long moment

"This is you," Gwen called over to Jack, even as she picked up the frame photograph for a closer look, and missed the tightening of Roses jaw.

"Sorry?" Jack asked, lifting his eyes from the folder of pictures in his hands before wandering over to join Rose and Gwen in-front of the fireplace. He took the picture and stared at it for a moment before sighing, "No, that's my dad... He and Estelle were quite an item, once upon a time; they were inseparable."

He carefully avoided looking at Rose. He could already feel the weight of her eyes on him but didn't want to explain while they were standing in Estelle's living room with faeries rampaging through Cardiff, but Gwen wasn't willing to leave it alone.

"Then why did they part?" she asked, and Rose cleared her throat slightly, drawing the brunette's attention away from Jack.

"Military uniform, I'd say the war separated them," she said, her voice tired and a little sad.

"He was posted abroad," Jack confirmed, replacing the picture Gwen had picked up, before scooping up an unframed one and handing it to Rose. The new image showed him and Estelle sitting on a wooden gate, looking exactly like what they had probably been. Young lovers. "She volunteered to work on the land. It just... happened that way." he finished, returning to the folder Estelle had left him with, his back to Gwen and Rose.

Gwen studied the picture in silence for a few minutes before she left the living room, heading towards the garden and Estelle.

"She's not going to let that go, you know," Rose warned gently, moving to stand beside him and Jack's blue eyes were suddenly very tired as he nodded.

"I know," he confirmed, and for a long moment they shared the living-room in silence before he eventually looked over at the blonde "you're not going to ask?"

Rose lifted her own tired eyes from the picture still held in her hand and shrugged a shoulder, "I don't need to," she answered softly, "You love her. I don't need to know any more than that until you want to tell me more."

Jack smiled then, his frame relaxing as he shook his head.

"What, did you think I was going to grill you on your love life since we parted ways? No thanks, Jack, I made that mistake once before," she teased gently, smiling when she managed to draw a gentle laugh from the Captain as he went back to flipping through the folder, and she returned the photograph to it's place on the mantle.

"Come on then, let's go rescue your lady love from Gwen's detective skills, shall we?" Rose teased, ignoring the man's eye-roll as Rose led the way out into the garden.

"Estelle," she called, hearing Jack following close behind her, "If you see these faeries again could you give Jack or me a call? I'd love to see them myself and you seem to be my best chance at that," Rose explained, and Estelle beamed at her, thrilled.

"Absolutely!" she promised, and Jack sighed.

"Night or day, it doesn't matter, just call, ok? and be careful... it's important to me," he added softly, resting an arm lightly around Estelle's shoulder as she beamed up at him.

"But Jack, I've nothing to worry about," she argued gently.

"Just be careful, please?" he asked gently.

"Can't hurt to be careful, better safe than sorry, yeah?" Rose reaffirmed, and Estelle paused a moment before agreeing with a firm nod. Jack pulled her into a gentle hug, pressing a kiss to the crown of her head, and Estelle leant against him, her eyes closing. Rose couldn't stop a soft smile creeping over her face at the implicit trust in the motion and she nudged Gwen lightly, moving them both away from Jack and Estelle, giving them a moment of privacy before they had to leave.

The two women made their way out the garden gate and stood on the street, leaning against the stone wall surrounding Estelle's house in comfortable silence while they waited for Jack to say his goodbye's. After a moment or two Gwen shifted, and Rose could feel her staring.

"It was daft, thinking that picture was Jack... it was old, discoloured," she said softly, and Rose turned to her and shook her head.

"Nah, he looks like his dad, it was an easy mistake to make," Rose offered but she could feel her heart pounding when Gwen's eyes narrowed.

"You didn't bat an eyelash when I said it was Jack though, you weren't even surprised, it's like you were thinking the same thing." Rose didn't really know how to respond to the woman's speculation because she was absolutely right, but before Gwen could say anything else Jack emerged from the house and stepped onto the street, leading the way back towards where they'd parked the SUV at a brisk pace, the folder of pictures from Estelle tucked under one arm.

"Jack?" Rose called questioningly, and the man sighed and slowed a half step to let the two women catch up.

"Estelle shouldn't be living in town; she belongs in the countryside," he told them softly, shaking his head. Rose slipped her hand into his and he shot her a grateful smile.

"How often do you get to see her?" Gwen asked from his other side.

"We meet up now and again."

Rose squeezed his hand gently, reassuringly. She knew he wouldn't see Estelle often, in case the woman realised that he wasn't ageing as he should.

"Whenever she sees her faeries?" Gwen questioned further, and Rose felt Jack stiffen all over again.

"She calls them faeries, I don't," he said darkly, and Rose nudged his arm, cautiously pulling him out of the dark mood he was sliding towards.

"What do you call them?" she asked, wondering if she was finally going to find out what was worrying him so deeply about these particular beings.

"They've never really had a proper name," Jack sighed, "They're old, something from way back at the dawn of time... How do you put a name to something like that? Apart from being deceptively innocent and misleading, faeries are as good a title as any, I suppose."

"Are we still talking alien?" Gwen asked, nose wrinkling in consternation at his words, and Jack shook his head.

"No, worse." he answered darkly, voice dipping low.

"How come?"

"If they're not alien, then they belong here, which means we can't just send them on their way," Rose answered, releasing a sigh of her own.

"They're part of us, part of our world," Jack agreed, "But we know next to nothing about them. We pretend that we understand them and what they want, we see bright lights and pretend to know what they look like. We imagine them happy, see tiny wings bathed in moonlight, something ethereal and beautiful-"

"and deadly," Rose finished, drawing Jack's gaze, and she saw the hint of fear there hidden behind blue eyes.

"Deadly?" Gwen asked, and Rose nodded, "Jack wouldn't be this worried otherwise," she said and he tugged on her hand, pulling her slightly off balance so the blonde stumbled.

"Stop translating my expressions for my employees," he teased, and Rose grinned up at him a moment until his soft smile faded, and he continued explaining the creatures to Gwen.

"Think dangerous, think of something you can only half see like a glimpse, something in the corner of your eye. A shadow. A touch of myth and legend, an echo of the spirit world with just a dash of reality all jumbled together."

He stopped walking then, and handed the folder of pictures to Rose before turning back to Gwen, his tumultuous description continuing as he used his hands to try and articulate the miasma of facets these so called faeries we made up of, "Old moments and memories that are frozen in amongst it all, like debris spinning around a ringed planet... Tossing, turning, whirling... backwards and forwards through time..."

He paused then lips pressed together sharply, and he shot a concerned glance back down the street towards Estelle's house, before shaking himself and turning back, starting to move off down the street again, Rose and Gwen once more either side of him. "If this is them, then we have to find them, figure out what they want, before all hell break's loose."

"Backwards and forwards through time?" Rose asked, head lifting, and Jack stared down at her for a moment.

"In the worst way," he confirmed, and watched the spark of hope extinguish with a sigh, before wrapping his around her shoulders and pulling her into a hug as they made their way back to the car.

* * *

They'd been walking for another twenty minutes, by the Doctor's count, with Solomon and Frank desperately searching for the damage they'd been sent to fix.

"We're way beyond half a mile. There's no collapse, nothing," Solomon declared eventually as they came to another intersection that looked all but identical to the last four they'd been through.

"That Diagoras bloke, was he lying?" Martha asked and the Doctor nodded.

"Look like it."

"So why'd he want people to come down here?" Frank asked, and the Doctor's jaw tightened as the teenager voiced the concern than had been floating around the Time Lord's mind since they discovered the composite organic matter he still couldn't identify.

"Solomon, I think it's time you took these two back, I'll be much quicker on my own," he said quietly, a slight resignation in his tone. He was fully expecting a refusal from Martha at least, but the hair on the back of his neck was starting to stand on end, the whole situation they were in felt like a trap and he still didn't know exactly what they were dealing with.

There were too many variables, and the Doctor didn't want to drag Martha into another situation where she'd be in danger, and concentrating on protecting her was going to take up resources that he could ill afford in such a precarious situation.

Martha's refusal didn't come, however, and he would have been surprised by that but there was suddenly a wet squealing sound and all four of them began turning their heads, the echo of the tunnels making it impossible for the humans to determine the direction the sound had come from.

"What the hell was that?" Solomon asked, his voice low and quiet, wariness in every line of his body.

"Hello!?" Frank suddenly yelled, in complete contrast to the older man and everyone span to the teenager, Martha shushing him violently, fear painted across her face, even as Solomon sighed his name in resignation that whatever was out there now probably knew exactly where they were and if Solomon was sure of one thing, that sound was no sewer rat.

"What if it's one of the folk gone missing? You'd be scared and half mad down here on your own!" Frank whispered, glancing between Martha and Solomon, defending his shout.

"Did that sound like a person to you?" Martha demanded, her own voice soft, but the Doctor asked a different question and one Frank was more willing to answer.

"Do you think they're still alive?"

The fact that he was even considering listening to the teen seemed to make Frank relax and while his voice was still a whisper, the tension eased from him.

"Heck, we ain't seen no bodies down here, maybe they just got lost?"

The squeals came again and once more the humans were disorientated by the echo of the tunnels, but this time the Doctor had been ready for the sound, and his head spun towards the source.

"I know I never heard somebody make a sound like that," Solomon muttered, but Frank would not be deterred.

"Where's it coming from? Sounds like there's more than one of 'em..." he muttered, and Solomon swung his torch down one of the tunnels.

"That way," he said, but the Doctor shook his head, drifting a few steps away from the group, "No... this way," he corrected, the beam of his torch lighting up a figure crouched close to the ground, almost out of sight.

"Doctor?" Martha whispered, her voice shaking, but he was focussed on the figure half hidden in the dark.

"Who are you?" Solomon called, but the shape didn't move or make another sound.

"Are you lost?" Frank tried, taking a few steps forward until he was level with the Doctor, "Can you understand me? I.. I've been thinking a lot about folks lost down here..."

"It's alright, Frank," the Doctor stopped him, placing a hand on the young man's shoulder as he moved to take another step towards the being still crouched further down the tunnel, "Just stay back a moment, let me have a look..." he suggested, waiting until Frank moved back to stand beside Solomon, before he took slow cautious steps towards their most recent discovery.

"He's got a point though, my mate Frank," the Doctor started, letting his gob run free as a calming influence on the humans behind him, and potentially seeking a way to communicate with the creature in front of him. "I'd hate to be stuck down here, all on my own... but we know the way out... daylight... If you come with us..." he offered, finally reaching the creature and slowly lowering into a crouch beside it.

"Oh, but what are you?" he whispered softly to the pig's head staring back at him, attached to a humanoid form. The eyes told a tale, sadness and pain, self hate and rejection, and the Doctor knew in his gut this wasn't normal, or right, that this had been done to someone and his mind began spinning as he remembered the pig-alien decoy that the Slitheen had utilised when they'd tried to take over Britain via ten Downing Street.

He remembered how the soldiers had shot that creature when it had been scared and alone but Solomon's hesitant question broke him out of the memories before he could get lost in thoughts of Rose. He knew where the memories of that day led.

 _"I could save the world but lose you..."_

"Is that... er... some kind of carnival mask?" Solomon called, and the Doctor turned back to the three humans briefly, not willing to take his gaze from the pig-man for more than a few seconds, not until he knew more about it.

"No, it's real," he said, and the moment he met the creature's eyes again it let out a small squeal of sound and the Doctor could almost feel his hearts breaking.

"I'm sorry," he said, voice full of emotion, "but listen to me... I promise I can help," he offered, mind already spinning with planets that would accept this creature, even if he couldn't reverse the process, "Who did this to you?" he asked, his hand stretching out slowly to rest again the creature's arm, it's eyes watching his movements warily.

"Doctor, I think you'd better get back here," Martha called just as he saw a shadow move to his left and his head whipped round. There were more of the creatures, but they didn't have the same sad eyes as the one he'd been kneeling before, and as more of them appeared he rose to his feet quickly, and began backing away.

"Doctor!" Martha shouted, and he could hear the panic in her voice.

"Actually... Yes, that's a good point," he answered her, as though his movements didn't already show that he'd listened and reacted to her warning.

"They're following you," she said, and he could feel the tension crawling up his spine as his body began to produce the chemicals it needed for fight or flight.

"Yeah, I noticed that, thanks..." He was sure the words would have been more of a snarl if he wasn't trying so very hard to keep his rising panic from leeching out into his voice as more and more of the pig-man emerged from further down the tunnel, outnumbering them easily at three or four to one.

"Well then, Martha, Frank, Solomon..." he started, never taking his eyes from the menacing look in these new creature's eyes, and he heard Martha whimper out a soft, "What?"

"Err... Umm... Basically... RUN!" he shouted, and when he turned to do exactly that, he was pleased to see that the three humans had apparently pre-empted him and made a break for it almost before he'd issued the order. Like any animal, the moment they turned their backs and began to flee, the creature's gave chase, and they began barrelling through the tunnels, each turning looking the same.

With no time to read the signs or look for familiar landmarks, the group simply ran, the Doctor making sure he was between the humans and the pig creatures, pushing the group to move faster all the time. They needed enough space between them and the creatures so they could climb out of the sewers when they found a way out.

He refused to consider that this time 'when' might actually be an 'if'.


	8. Through Time And Space

By the time they got back to the hub, everyone was waiting for Gwen, Rose and Jack in the conference room and Tosh had images of the Cottingley faerie photographs up on the screen.

Rose made a pot tea before joining everyone, bringing the tray with her so the team could help themselves.

"This is the youngest girl and the girl's cousin," Tosh said as Rose entered the room, flipping between the two images as the blonde took her seat.

"I blame it on magic mushrooms," Ianto said placing a cup of tea in front of Jack before taking one of his own and Rose raised an eyebrow at him.

"How did they get pictures of hallucinations?" she asked, and when he hesitated, Jack cut in,

"What you do in private is none of our business."

"But these photographs were fake," Gwen protested, waving her hand at the pictures still on screen, only to start up a debate on the subject with Owen of all people.

"Conan Doyle believed in them," he announced, moving to grab a cup from the tray, a soft "thanks, love," muttered at Rose, but Gwen's denial swiftly drew his attention.

"He was gaga at the time."

"And Houdini," Owen continued.

"Actually, he thought they were fake," Rose chimed in, smiling apologetically as she handed a cup across the table to Tosh, sliding the last tea in front of Gwen.

"Exactly," Gwen said, "Thank you Rose..."

"Oh, I'm not agreeing with you, I think there's something to it," Rose said smiling, "but how do you know so much about them?" she asked and Gwen frowned at losing her ally.

"Because I wrote an essay on the Cottingley glass plate photo's when I was at school and when the girls were old ladies, they admitted they were fakes..."

"Ah," Rose cut in swiftly, "they admitted the photos were fakes, but they maintained that the faeries were real, didn't they?" she asked and after a moment Gwen reluctantly nodded.

At Jack's questioning look, Rose shrugged, "I liked fairy tales as a kid, that was as close as I was going to get to the real thing," she admitted, before letting the meeting get back on track.

"So where was this sighting, then?" Tosh asked, and Jack turned back to her, drawing a deep breath.

"In a place called Roundstone Wood."

"I know it," Owen chimed in again, having already drained his scalding tea, "has an odd history," he added.

"How do you mean odd?" Jack asked, and Owen shrugged.

"It's always stayed wild. In ancient times it was considered bad luck to walk in there, or even collect timber. Even the Romans stayed clear of it."

"I've had no report of any sightings," Tosh mused aloud, using the tablet in her hands to skip through a few programs she was running, the screen showing her flicking from one data stream to another.

"You won't," Jack told her gently, he could see the worry that she'd missed something as clear as Rose could, "these things come in under the radar, but they play tricks with the weather, so set up a programme for unnatural weather patterns," he explained.

"Right," Tosh said, nodding just as Rose smacked her hand against Jack's arm loudly.

"That's what tipped you off this morning!" she snapped at him as he rubbed his arm, almost pouting at her like a child, "you could have said something."

"I wasn't sure, I had to be sure..." he told her, and she glared at him for another moment before letting it go, frustrated that he'd kept the information to himself.

"So," Gwen started softly, when it seemed the squabble between the two had fizzled out, "are you saying our machines can't pick them up?" she asked and Jack stopped rubbing at his arm to meet her eyes seriously and shook his head.

"Nothing can."

There was a beat or two of silence before he stood up with a sigh, "alright, Tosh get that programme set up, Gwen, Rose I need you with me to check out the site in Roundstone Woods-"

"Actually Jack, I'd like to go back to see Estelle, if you don't mind," Rose cut in, "she knows you think the faeries are bad, so it's possible she'll reveal more talking to me."

"You think she's not telling me everything?" he asked, head tilted slightly and Rose shook her head.

"Not intentionally, but she might subconsciously be holding back details," Rose explained and after a moment he nodded his acceptance.

"Alright, I'll give her a call, let her know you're coming over," he offered, "in that case, Owen you can come with Gwen and me, and bring the sample collection kit while you're at it, the more we know about these things the better... Ianto, help Tosh collate any data she can find... We need to get ahead of these things," he announced and everyone began moving to follow his instructions almost simultaneously.

Roundstone Woods was approximately halfway between Cardiff and Estelle's home just outside the city, so Rose knew that Jack would get to the stone circle before she reached Estelle.

An hour later she was pulling up right outside the woman's home and putting the vehicle in park. She didn't really know why she'd wanted to come back and speak to Estelle again, but she'd learnt a long time ago to trust her own instincts.

Even before getting stuck in a parallel world, the Doctor had taught her to trust in her own perceptions by always asking her what she was thinking, and more times than not the things she noticed would help him put the pieces together.

She might not see the whole picture, Rose thought to herself as she sat in the car and stared up at the beautiful house, but she had always excelled at spotting the puzzle pieces.

She got out and locked the doors before jogging up the garden path to the front door. Her skin prickled like she was being watched, but she refused to turn and look, ringing the doorbell and waiting patiently for the older woman to answer.

Estelle seemed glad of the company and invited Rose in cheerfully, plying the blonde with tea and a slice of lemon cake. Rose liked her, and could easily see how Jack had fallen in love with the woman, but they'd barely touched upon the faeries when her phone began buzzing in her pocket.

"Sorry Estelle, I need to take this, can I borrow your garden?" she asked, and the woman nodded.

"Of course, dear, here, take Moses out with you, it's time he went on another adventure," she said and Rose grinned, cuddling the cat in her arms as she tucked the phone between her shoulder and her ear.

"Hey, gimme a moment I'm just stepping outside," she said and she made a beeline for the back door.

"Rose... I need you to stay with Estelle," Jack's voice came down the phone and she pulled the back door near to closing behind her, before placing the cat on the ground.

"Of course, I mean... that's why I'm here, what's happened?" she asked.

"No, I mean... Even if you think there's nothing she hasn't said, I... I need you to stay with her Rose, please?" he asked and Rose nodded instantly, even though she knew he couldn't see.

"Sure, of course, I'll stay until you tell me otherwise, but Jack, seriously, what's happened?" she asked, unnerved by the additional concern he was suddenly showing.

"Someone's dead... he suffocated on flower petals, it's them, Rose. I've seen this before," he whispered, voice lowering and she could tell he was trying not to let anyone overhear him. Trying not to panic the rest of the team.

"I just... I just don't think they'll be happy that she managed to get pictures of them," Jack continued, and Rose cut him off.

"Don't worry, Jack, I'll stay with her... you focus on finding them, alright?" there was a moment of silence before she heard him release a breath.

"Thanks, Rosie."

It was all he said before the line went dead and she lowered the phone from her ear, frowning at it a moment before heading back in side, Moses the cat had settled himself on a garden bench and didn't seem inclined to return to the house.

"Everything alright, Rose?" Estelle asked, seeing the frown on the blonde's face, and Rose forced a smile onto her features.

"Sure, it's just... look, I'm sorry about this but... Jack knows I wanted to come visit you but he's all tied up in knots about these faeries," she admitted, running a hand through her hair, and Estelle smiled.

"He asked you to look out for me?" she asked, and Rose nodded with a soft laugh.

"Yeah, you don't mind if I stay quite late tonight, do you? Jack promised to ring when he's happy nothing's gonna come an' getcha," she joked, hiding the reality of the danger behind teasing words about her friends overprotection.

"Of course not, I'll be glad of the company, honestly," Estelle said, "He's such a sweetheart, that boy," she added, before asking what Rose wanted for dinner as the sky began to darken.

Rose sat herself down, and let the woman talk, but her eyes were focussed outside the house, and all her senses were concentrated on guarding the women close to her best friends heart.

* * *

Running through the sewer tunnels, the group was just beginning to gain enough ground ahead of the pig-men that the Doctor would have been comfortable finding some kind of exit to climb out of, when he nearly barrelled into the back of the three humans as Martha stopped dead, and Solomon and Frank followed suit.

"Where are we going?!" she shouted, and as he dodged around them and moved to the front he could see that she'd stopped at an intersection and had no idea which direction the exit was in.

At this moment in time though, the Doctor didn't really care if they left by the same manhole they came down, as long as they found one to use.

"This way!" he shouted, barely slowing as he spun round the corner, hearing the humans follow him instantly, but the pause had done it's damage and the pig-men had retaken some of the distance they'd managed to put between them.

The next tunnel looked much the same as the last, and they passed several off-shoots that flashed by in a blur of filthy stone and water, but then the Doctor processed something his mind had spotted and spun on the spot, running back to the last turn off.

He collapsed against the wall and a corner of his mind complained about the state his coat was going to be in, before he shouted his discovery back at the humans who had been slower than him to come to a stop and alter their direction.

"It's a ladder! Come on!"

The Doctor was already running towards it and flung himself up the rungs, the sonic screwdriver buzzing in his grasp as he raced to unseal the manhole cover above his head. He could hear the sound of the humans approaching behind him at a run, and the squeals of the pig-men further off, but still far too close for comfort.

Martha was the first up the ladder behind him, and the Doctor's stomach turned as he realised that she was already adapting to the amount of running his life entailed. He grasped her arms and helped pull her up over the edge before leaning back down to help whoever was next.

A corner of his mind registered that the manhole hadn't come out on a street or road, but inside a building, and judging by the racks of clothes it was either a clothes shop or a theater. In the same moment, he dismissed the information as irrelevant while he had more important things to worry about, like making sure the humans with him escaped the sewers alive.

He could hear Solomon shouting for Frank, and hoped that the terrified teen would run rather than try and fight the horde that had been on their heels. The Doctor leant down, and as with Martha helped Solomon climb over the end of the manhole, before swiftly sticking his head back down the hole.

"C'mon Frank, let's go!" he shouted, hearing metal clatter as the young man ran for the ladder, struggling to clamber out of the reach of the pig-men, but he'd waited too long and let the creatures get too close.

The Doctor and Solomon both had hold of Frank's hand, but even with his superior Time Lord strength, the sheer number of pig-men clinging to Frank's legs and pulling the teen back down was too much.

It didn't matter what they shouted, or how much Frank begged, the pig-men were too many and too strong, and they ripped the teen away from the Doctor's grasp. As he felt the warm skin disconnect from his hand the Doctor felt himself shout, but Frank was already being dragged back into the sewers, and the pig-men were beginning to climb the ladder.

A hard shove to his shoulder knocked the Doctor flying and he landed hard on his back, breathless for a moment before he launched back at the manhole cover that Solomon had slammed back into place.

"We've got to go back down, we can't just leave him!" the Doctor shouted, hands grasping the cover, but Solomon pushed him back again.

"No! We can't go after him! I'm not losing anybody else!" he shouted, and the Doctor took a step back, staring at Solomon with a mixture of shock and anger at the man's refusal.

"Those creatures were from Hell, from Hell itself! If we go after them, they'll take us all! There's nothing we can do, I'm sorry..." he finished, gasping for breath through his fear and adrenaline, and as the Doctor met the mans crazed eyes he knew there would be no moving Solomon on his decision; he was too scared.

At rationality returned to his mind, the Doctor could also see Solomon's point, they'd been outnumbered, and by now Frank would be too far into the maze of tunnels for even the Doctor to locate without great difficulty.

He shot a look at Martha, and could see the fear there on her features too so he drew a deep breath, forcing his mind to calm as he prepared some kind of plan, because while Solomon may have been right about not diving back down there, the Doctor had no intentions of leaving Frank to his fate.

That same breath he'd drawn in to try and bring calm to the maelstrom that was his mind, was suddenly released in a resigned sigh when he heard a heavily accented voice from behind them.

"All right, then, put 'em up."

Martha and Solomon's hands raised in the air, and the Doctor turned to see a young human woman aiming a gun at them. Slowly his own hands raised, and the blonde waved the pistol around between the three of them.

"Now tell me, you schmucks, what have you done with Laszlo?"

There was a beat of silence, during which no one moved before the Doctor heard Martha ask softly.

"Who's Laszlo?"

If it hadn't been for the loaded gun, the Doctor might have laughed.

The blonde stared at all three of them for a moment, her eyes narrowed before she suddenly seemed to wilt.

"Well damn it all, I thought you might know somethin', crawlin' up outta the sewers like that... Follow me, and no funny business!" she warned, the gun still waving around dangerously, and as they followed after her cautiously, the Doctor made sure to keep himself between Martha and the weapon.

She led the way through racks of costumes, and into what looked like a dressing room before sitting herself down, the gun still aimed at them, and started talking like they were discussing the weather.

"Laszlo's my boyfriend," she started, staring at her own eyes in the mirror, before seeming to remember that she should be watching the three strangers she was aiming a gun at. "Or was my boyfriend until he disappeared two weeks ago. No letter, no goodbye, no nothing!" she declared.

"An' I'm not stupid," she told them, while gesturing at her own head with the gun, and the Doctor had to wonder for a long moment, but for once he was able to keep control of his tongue, "I know some guys are just pigs, but not my Laszlo... I mean, what kinda guy asks you to meet his mother before he vamooses?" she asked them, eyes wide, but the Doctor was more concerned with the gun that had once more swung around to be pointed in their direction.

"Yeah... it might... it might just help, we might just be able to help if you put that down," he suggested gently, his voice soft as he nodded towards the gun he'd not yet been willing to take his eyes off.

"Huh?" the blonde said, staring at him for a long moment before realising what he meant, "Oh sure!"

The Doctor literally felt his hearts double in speed as she flung the cocked gun onto a pile of clothes, and he jumped slightly, half waiting for the loud bang and the blossoming pain to erupt somewhere on his body, but the woman just laughed easily.

"Oh, come on, it's not real, it's just a prop! It was either that or a spear," she admitted with a shrug, and while the Doctor started to breathe slightly easier, the tension leaking out of his shoulders, Martha took that as her cue to start asking questions, and she stepped around from behind him to get a proper look at the woman.

"What do you think happened to Laszlo?" she asked and the blonde sighed, her amusement evaporating as swiftly as it had appeared.

"I wish I knew. One minute he's there the next, zip! Vanished."

"Listen... uh, sorry, what's your name?" he asked, suddenly realising that they'd not been introduced, what with the gun and everything.

"Tallulah!" she chirped cheerfully and he nodded.

"Right, Tallulah-"

"Three L's and an H," she added, eyes sparkling, and he stared at her a moment, jaw still working on the words she had cut off, wondering if she thought he didn't know how to spell, but he forced his mind back onto the most pressing of their problems, and Tallulah's perception of him wasn't one of them.

"Yes, Tallulah, I'm the Doctor, this is Martha and Solomon... We can try to find Laszlo for you, but he'd not the only one, there have been people disappearing, going missing, every night," the Doctor told her carefully, watching as genuine empathy and concern filled her gaze, and he suddenly decided that while she might be annoying, he liked this small blonde woman with her wide eyes full of compassion.

"And there are creatures," Solomon added, "Such creatures..." the fear was still there, staining his voice, and the Doctor was oddly happy to realise that Tallulah didn't seem smart enough to register that fear, merely questioning Solomon's choice of words suspiciously.

"Creature's? Whadda'yah mean, creatures?"

The Doctor shot an exasperated look over his shoulder at Solomon before brushing the matter aside, there was no need to start a panic, and a panic was about all they were going to get if they went around scaring people.

"Look, listen, just trust me... it's not just Laszlo, everyone could be in danger but I can help, so I need so find out exactly what this is," he explained, before pulling the composite organic matter from his pocket and holding it out to the blonde.

"If I can find out what this is, then I'll know exactly what we're fighting," he explained, ignoring the way Martha had reeled back from the fleshy mass in his hand, and concentrating on Tallulah's scrunched up nose, narrowed eyes and soft sound of disgust.

She leant back in her chair as far as she could go, before waving her hand to indicate the props and costumes surrounding them.

"Help yourself, but keep that thing away from me," she said quickly, and the Doctor spared her a smile.

"Thank you."

"Yeah, well, just don't tell my boss I let yah run around in here, last thing I need's tah get fired," she called after him as the Doctor put the flesh back into his pocket, and began running through the rooms, eyes on a constant lookout for anything he could use for parts.

"What are you looking for?" Solomon called after him.

"Anything electronic, a radio, lights, something metal, something with wires," he called back, and the two men began searching through the props while Martha sat with Tallulah.

It wasn't too difficult for the Doctor to find what he needed, considering they were on Earth in nineteen thirty, but the DNA scanner was going to be crude at best, he decided, narrowing his eyes at his stack of materials.

He was just peering at a piece of wire he thought he might be able to use when Solomon appeared around a rack of clothes, holding a radio in his hands.

"How about this? I found it backstage," the man said softly, and in about two seconds the Doctor had catalogued what was going to be inside and mentally declared it the goldmine he'd needed.

"Perfect!" he said, accepting the radio from Solomon and flipping it over to pry off the back, "It's the capacitors I need... I'm just rigging up a crude little DNA scanner for this beastie... If I can get a chromosomal reading I can find out where it's from," he babbled. Something in the quiet and subdued way in which Solomon had approached made him want to keep talking, to avoid whatever was on the man's mind, to distract him, but Solomon wasn't the type to be distracted.

"How about you, Doctor? Where are you from?" he asked as the whirring sound of the sonic screwdriver filled the space between them, "I've been all over, an' I've never heard nobody talk like you... Just who exactly are you?"

The Doctor could almost hear the building confrontation in the man's voice, and so kept his eyes locked on the capacitor he'd just removed from the radio, peering at it intently, and blowing some imaginary dust from it's surface before attempting to brush aside Solomon's concerns.

"Oh, I'm just sort of passing by."

"I'm not a fool, Doctor," Solomon said, and the Doctor stilled, eyes finally raising to meet the humans and his face turned serious in an instant.

"No," he agreed softly, "You're not... I'm sorry."

Sorry for what though, he wondered to himself. Sorry that he'd tried to brush the man aside? Sorry that he wasn't fool enough to fall for the Doctor's lines? Sorry that he couldn't do more to help?

In the end, what he was sorry for, exactly, didn't matter much, because Solomon brushed past him to stand beside the sewer entrance they'd escaped through earlier.

"I was so scared, Doctor," the man confessed, and still holding the radio in his hands, the Doctor gave him his full attention. He could spare a few minutes, give the man that at least.

"I let them take Frank 'cause... I was... just so scared."

Solomon met the Doctor's eyes, and while the Doctor could offer acceptance, and even understanding, he couldn't quite manage forgiveness. Did the man think he hadn't been scared? A companion dependant on him and a hoard of pig-men chasing them? Did he think Frank was any less scared?

When he said nothing, Solomon pulled his coat tighter around himself before continuing, "I got to get back to Hooverville, with these creatures on the loose, we got to protect ourselves. Ain't no one else going to help us," he decided, and the Doctor sighed softly.

"Good luck," he offered simply. He wasn't going to try and stop the man, in fact the less people he had to worry about protecting right now, the better, at least until he knew what they were up against.

"I hope you find what you're looking for, for all our sakes," Solomon offered, before he moved to leave the theatre via the staff entrance, and the Doctor watched him go. He drew in a fresh breath before releasing it in a sigh, and refocusing his mind once more on the DNA scanner, turning his eyes back to the radio, and working on removing the second capacitor.

It took the Doctor nearly an hour to pull together the DNA scanner in the lighting gallery, as high above the stage as he could get, which was a good thing really, he thought, glancing over the edge as the theatre started to fill up for the evening show.

Bouncing up onto the ledge he'd got his equipment placed on, he swung one of the spotlight's he'd jiggery-pokeried and aimed it at the composite flesh that he'd carefully wired up to his little device, and hoped that the heat the light was generating would be enough.

"That's it, we just need to heat you up a little," he muttered to himself. Bouncing back down off the ledge he pulled his glasses out of his pocket and slid them up his nose as he knelt in front of the DNA scanner, tongue pressed against his top teeth as he examined his work a moment.

Happy with the set up, he braced his arms either side, and took hold of the sonic screwdriver in his left hand, depressing the button and using the sonic pulse to activate the scanner.

He waited until the combination of the sound waves, the device and the heat from the lamp had the small blob of flesh almost bubbling slightly, and began running his fingers over it, judging the makeup carefully and narrowing his eyes at the conclusions he was drawing.

"This is artificial..." he muttered, adjusting the strength of the sonic as he mulled the information over in his mind.

Being composite, it had to have been done in a lab, he'd already known that, but some parts of the DNA were unique... "Genetically engineered..." he muttered aloud again, eyes flicking over the object of his experiment, and he continued to adjust dials and switches to get a clearer reading.

It wasn't as though someone had taken two types of existing DNA and spliced them together, which is what he suspected had happened to the pig men. Inside the glowing green glob of lab grown flesh there were aspects that were purely artificial, they didn't exist naturally in any species in the universe, and he suddenly breathed out a soft and slightly giddy laugh.

"Oh-ho-ho... whoever this is... oh, you are clever!" the Doctor exclaimed, eyes wide with disbelief at what he was seeing. He heard the announcer on stage and then the music started, and within moments he could no longer hear the output from his device and shook his head in frustration.

Digging through his bigger on the inside pockets took a few minutes, but eventually he found the stethoscope he'd tucked away in there and put it on before pressing it against the machine, and he sighed in relief.

It was muffled, and the music was still interfering, but he could hear the signal output again, and frowned in concentration as he tried to decode the information over the cacophony of noise in the background.

He found human DNA quickly enough, but as Martha had said, this was definitely not human, and the science involved was far too advanced for this time period. It would be too advanced for Martha's time period.

The artificial DNA took some time to sort through, but eventually he was able to isolate the foreign strands, and his eyebrows drew together as he strained to block out the music from the theatre below.

"Fundamental DNA type four six seven dash nine eight nine..." he muttered, pulling off the stethoscope and leaning back from the DNA scanner with a sigh as he ran the code through his memories. It was ringing alarm bells in his mind but he couldn't place exactly why, and he took a moment to berate himself for getting old.

"Nine eight nine..." he muttered again, pushing his glasses out of the way and roughly rubbing his eyes with his fingers, "Hold on, hold on, hold on... that means planet of origin..." he had the code and used that to extrapolate the galactic coordinates, laid that over his mental map of the universe and felt his heart freeze and his blood run cold, and his mind filled with Rose.

Rose crying on that beach. Rose falling from the lever in Torchwood Tower. Rose turning the Dalek armada to dust, burning gold. Rose showing a Dalek mercy. Rose, telling him it wasn't his fault, and that she wouldn't have missed it for the world. Rose, Rose, Rose.

"Skaro...!" he breathed, feeling sick as he staggered to his feet and ran through the theatre looking for Martha. He had to get her back to the Tardis. He wouldn't, couldn't lose someone else to the Daleks.

He heard someone on the stage scream, and then a few more screams followed and he ran harder, legs pumping, hearts racing. The Doctor could taste the fear and panic in his mind flooding his system with chemical responses, and he could taste the bile rising in the back of his throat.

He was always too late when it came to the Daleks and the fact that he'd been practically gushing over the intelligence that had created the glowing green composite flesh made his skin crawl.

He didn't want to admire their skills, and he heard in his mind the words that had haunted his nightmares since they had been spoken deep in Van Statten's basement.

 _"You. Would make. A good. Da-lek."_

* * *

Rose spent a quiet evening with Estelle, the woman had ordered them Chinese for dinner, and refused to let the blonde pay for her half of the meal, and then the two had settled down with a deck of cards and passed the time with Gin Rummy, sharing stories about Jack that left both women in regular bouts of laughter at the American's expense.

It was only as the clock on the mantle struck nine that Estelle put down her cards and smiled at Rose, "I'm sorry my dear, but I usually send a little wish off to the faeries right about now, do you mind?" she asked, and Rose shook her head, her eyebrows raised.

While Rose put the cards away and cleared the small coffee table, Estelle pulled out a large ornate box, before laying out a velvet cloth, some crystals and lighting some incense. Although she thought the whole practice a bit too much like the Tarot Card scam artist from the estates, Rose said nothing, just let the woman have her rituals and wishes.

Several candles were placed out and lit, before Estelle turned out the lights and sat herself on the sofa in front of her little display. Slowly she ran her hands over the crystals, letting her fingertips brush over each one lightly, before she seemed to settle and decide on the large white stone to her right.

Something prickled along the back of Roses neck, and she shifted in her seat, suddenly uncomfortable, and her eyes flickered to every dark nook and cranny in the room.

"Quartzite," Estelle told Rose, cradling the stone in both her hands, "It's known as the searching stone," she explained, before closing her eyes and letting her head tip back slightly as she raised the rock as high as she could.

"Oh! Let the energies flow! Help me find them again!" she called, the sudden increase in volume making Rose jump, but it was a soft fluttering sound that her enhanced hearing picked up on that had her head whipping around to stare at the large bank of windows across Estelle's kitchen.

The fluttering swooping sound came again, louder this time and Estelle gasped, eyes flying open and she lowered the crystal, gently placing it back on the coffee table.

Rose was on her feet and cautiously began approaching the kitchen door, but when she saw Estelle following she held out her hand.

"Let me check first," she told the woman, and Estelle nodded, but didn't return to her seat. She let Rose lead, but stayed close enough to see for herself what was going on, and Rose itched to bundle her into the car and drive back to the hub.

Rose strained all of her senses for some sign of what had made the sounds and found nothing. Slowly she came to a stop in the middle of the kitchen, and finding nothing obviously out of place inside, she turned her gaze to the garden, Estelle coming up to stand beside her as they stared out into the darkness.

Rose could hear a low thrumming sound building, like the very air was vibrating and tensed in preparation, but she could tell Estelle heard nothing by the way she continued to peer into the garden, searching for the source of the previous sound, and then she released a startled cry as cold blue eyes appeared in the hedge outside.

In an instant Rose had moved, placing herself between Estelle and the faerie as the window shattered, spraying glass into the house. The woman cried out again, fear in her voice and arms raising to protect herself, and as she felt several splinters of glass embed into her arms, Rose was glad she'd decided to stay with Estelle.

A quick glance over her shoulder showed that, for the moment, the faerie had gone, and she gripped Estelle's upper arms firmly and steered her out of the kitchen and away from the shattered glass.

"He was right, Jack was right," Estelle muttered to herself, trembling in shock and fear, and Rose sighed softly before handing the woman her mobile.

"Call Jack, tell him what happened, stay here, I'm going to check the other windows," she told the woman firmly, as Estelle sank down onto the sofa, eyes wide as she pressed the ringing phone to her ear.

Rose moved back into the kitchen and spent a precious moment or two listening intently, but when Rose heard nothing but the ringing phone in Estelle's hands she moved on, checking windows and doors, but there was nothing else broken, and no sign of the faeries.

Part of her wanted to check the upstairs as well, but a larger part told her not to let Estelle out of her sight, and that's the part she was listening to as she all but stalked a perimeter around the elderly woman, shoulders tensed and eyes sharp, a growl of frustration hovering in the back of her throat at the faeries apparent blitz attack style, that left her on alert and with nothing to strike back at.

"Yeah?" she heard Jack faintly on the other end of the phone, and sensing safety Estelle's breathing became erratic and her voice trembled.

"Jack, it's me, Estelle." she told him, and when Rose checked on her, the woman's eyes were wide and darting around to study every shadow in the room.

"What is it?" she heard Jack ask, his voice tightly controlled, but if Estelle knew Jack as well as Rose did, she wouldn't miss the thread of concern buried in his voice.

"You were right, Jack... There are bad ones..." she muttered, voice revealing her fear, and the tone of Jack's voice changed in response.

"Estelle, where's Rose?" he demanded.

"They've come to me..."

"Where is Rose, Estelle?" he asked again, and the blonde found herself standing beside the woman, and gently taking the phone from her.

"I'm here, Jack," she said. She itched to hug the terrified woman, but if another attack came she wanted her hands and movements free.

"Rose, we are on our way, don't go anywhere near them!" he called down the phone, and Rose could hear movement in the hub.

"Don't think that's gonna be an option Jack, they broke through the kitchen window... and then just vanished," she explained and could hear the frustration in his response.

"They like to torment and play games... Rose..." there were a hundred things he asked in her name, for her to stay safe, for her to protect Estelle, for her to run, to hide, to fight. None of which he felt he could say aloud and Rose sighed silently.

"Quick as you can, Harkness," she teased gently, and she heard the beat of silence on the other end of the phone before the line went dead.

Instantly she crouched before Estelle and took the woman's shaking hands in her own, "Listen to me, alright? Jack's on his way, he won't be long and until then I'm gonna make sure nothing happens to you, ok?" she asked, and Estelle nodded sharply, "We're gonna be just fine," she promised softly, before standing again, and hovering beside Estelle where she could watch the windows and the garden all at the same time, her enhanced senses still straining for some sign as a headache built behind her eyes.

A yowl that sounded distinctly like a cat fight echoed out of the darkness, and Rose's back tensed in response as her head turned towards the noise and Estelle gasped.

"Moses," she said, her voice a soft cry as she realised that the cat was still outside and a string of curses ran through Rose's mind.

"We can't go out there," she warned Estelle, and the woman gazed up at her, tears forming on the edges of her eyelids as another yowl floated to their ears and Rose took a moment to close her eyes and draw in a deep breath.

"If I go out there and something happens to you, Jack will never forgive me," she whispered, and Estelle glanced at the kitchen door.

"If I go out there, then you'd have to follow me," she whispered, clearly still terrified, and Rose studied her face carefully before sighing and running her hands over her face. For the first time in a long time Rose wished she had her gun on her.

She rarely needed to resort to using the weapon, but its presence had become a reassuring weight on her hip.

"Fine," she agreed, "But if we get out and back in with no problems, we never breathe a word of this to Jack," she said, eyes flashing and Estelle nodded, already moving towards the back door, calling for the cat softly.

She unlocked the back door and opened it a crack with Rose mere inches behind her, eyes scanning the dark for any kind of threat.

"Come on Moses, come on darling," Estelle called, her voice faint with fear, "Moses!"

She hesitated at the doorway and Rose placed a gentle hand on her shoulder, "You don't have to go out there, Estelle, they're not interested in your cat-"

"I can't risk it, he's all the company I've got..." she whispered to herself, almost, before opening the door wide and stepping outside, Rose on her heels.

"Moses, come on... Come here, darling," she continued calling the cat, and the creature continued to ignore her.

In an instant Rose heard the movement behind her and spun just in time to see a blur of a shadow push at the open back door and she cursed aloud as it slammed shut, drawing Estelle's attention.

It was instant panic as the woman clung to the door handle, twisting and rattling the door as she tried to get back inside.

"No. No. Oh no!" she cried, and Rose gently pried her hands away from the handle, and pulled Estelle into her chest, hugging the distraught woman tightly.

"Breath, Estelle, I promised I'd protect you and I will," she offered, rubbing her hands along her back in a comforting gesture, feeling dangerously vulnerable with her hands full of the terrified woman.

With a low roll of thunder the heavens opened, and Rose remembered what Jack had said about the abnormal weather patterns surrounding the creatures, and tightened her grip of Estelle as she felt the woman begin to cry.

"Alright, that's enough!" she cried out into the rain, her long blonde tresses already plastered to her head, "She took a picture, that's all, she did no harm to you!" Rose shouted into the sudden storm, thunder all but drowning out her words as the rain came down in torrents, blinding her, the sounds deafening to her enhanced hearing, and she had to draw all her senses back to human level, leaving her as blind to the faeries around them as Estelle had been.

Even without her senses on high, Rose could hear the laughter travelling through the rain as Estelle sank to her knees, the constant deluge of water, weighing down her clothes and the bitter cold all taking their toll on the older woman.

"You've scared her good and proper, that's enough now!" Rose cried out again, praying that the creatures could even understand her and suddenly Rose was knocked back from Estelle and the woman cried out in fear again.

Rose could feel bony appendages grasping at her shoulders and spun in the creature's grip, lashing out with a blow as she growled low in her throat.

"I won't let you touch her!" she shouted again, advancing on Estelle, but the second blow came once again unseen, and sent her spinning, and as she sat up slightly dazed, she froze.

She could see Estelle out of the corner of her eye and crouched over her was something that looked like a giant mosquito had been mixed up with a human and created something from her nightmares.

Long spindly arms and legs, paper thin wings and wicked joy spread across its features as it held Estelle down, water bubbling from her mouth.

"Leave her alone or I'll hunt down every last one of you!" she growled, but the faeries laughed, and somewhere in the darkness, Rose heard Moses meow.

"Through time and space we dance, Rose Tyler, you will not find us," the faeries whispered, and Rose was forced to watch as Estelle's chest stopped moving, as the woman stopped breathing and fury overtook her as she glared up at the creatures when they drew back, releasing her and Estelle, the rain receding.

"I'm known by another name," Rose growled, staggering to her feet, eyes glinting with fury, "It's scattered through time and space as well, so maybe you know it better than Rose Tyler," she warned, feeling sick even as she invoked the name she'd given herself.

"Bad Wolf."

Instantly the faeries scattered abandoning the garden, and Rose didn't stop to wonder at their reaction, moving to Estelle's side and prying her mouth open to start CPR.

She'd only completed two sets of compressions when she heard Jack's voice shouting for them both but she didn't dare stop to call back, and just let him find them.

"Estelle! Rose!?" she heard inside the house, "Rose where are you?!"

She heard him crash through the back door and come to a dead halt, and Rose finished her count before turning to him.

"...three, four, five, Jack get over here and keep up the CPR, it's only been a few moments," she ordered, and when he didn't move she ground her teeth together, "Owen. CPR. Now!" she shouted, and the doctor snapped out of his shock and fell to his knees beside the woman as Rose staggered to her feet.

"You're going to fix this!" she shouted out at the garden, and Tosh wrapped her arms around her, thinking her distraught but Rose pushed her off.

"Beings of time, my arse!" Rose shouted, "This should be child's play to you!"

There was a long moment of still silence before a small glimmering light appeared near the end of the garden and Jack drew his gun, halting only when Rose flung her hand out towards him.

The faerie had the small delicate appearance that Estelle had photographed, and Rose eyes it warily, having seen it's true form as it had held the woman down to drown her, but slowly the creature approached.

"We do this as part of our deal, Bad Wolf, do not forget to uphold your end on the arrangement," the creature said, it's voice barely a whisper, but everyone heard it's words.

"What deal? What arrangement?" Gwen asked, but the creature didn't respond, darting towards Estelle's body and dancing across her chest for a moment before Owen leapt back at the sudden deep gasp of air Estelle took on her own, her eyes snapping open, wide with fear.

"Estelle!" Jack cried, taking Owen's place and cradling the now sobbing woman in his arms.

During the sudden flurry of motion the faerie vanished into the night, and Rose let her knees give out, dropping her to the ground as she released a sigh.

"What agreement?" Gwen asked her, crouching down so she could meet Roses eyes and the blonde shook her head.

"I don't know, apparently it's in the future for me." she muttered and Gwen frowned.

"What do you mean?"

"They can travel backwards and forwards in time," Rose reminded her, "since I don't know of any deal, I can only assume that at some point in my future, I offer them something in exchange for Estelle's life and they, apparently, accept."

Gwen frowned, and Rose let the woman think, as she tried to catch her own breath.

"How did you know they could fix it?" Gwen asked her at long last, and Rose just shook her head with a sad smile.

"I didn't," she whispered, and Gwen let loose a humourless laugh, before shaking her head, and moving to help Tosh take Estelle inside where Owen could check her over properly.

Before Rose was able to drag herself to her feet, Jack's long coat was wrapped around her shoulders, and he'd pulled her into a hug, a startled exclamation escaping her as her eyes shot open.

Her frame tensed, adrenaline still running through her, but Jack just continued to hold her until she relaxed in his grip.

"You could have been killed," he muttered into her neck, "The Doctor would have found a way to permanently murder me if you'd died here," he told her, "Dropped me into a supernova, maybe," but Rose could barely manage a soft laugh.

"They weren't interested in me, Jack..." she told him wearily, and he pulled back, hands holding her shoulders as he studied her face, and Rose gently brushed away the tears falling from his eyes.

"Then why is half your jaw turning purple?" he asked her, swallowing hard against the myriad of emotions swirling through him.

Rose moved her hand from Jack's cheeks to her chin where the faeries had tossed her away from Estelle with a sharp blow, and winced slightly when her touch lit up the nerve endings under her skin.

"I was just in their way," she muttered, but when Jack continued to stare at her she frowned.

"What was I supposed to do, Jack? Just step aside and let them kill her?" he flinched at her words, and Rose immediately softened with a sigh, "Come on, help get me inside where I can hopefully dry off a bit," she muttered, pushing him to stand so he could help pull her onto her feet, her shoes squelching loudly, and water dripping from her clothes.

As they reached the unlocked and open back door of Estelle's house, Moses ran out from underneath a bush, and with a soft meow darted back into the house.

Tosh and Owen drove Estelle to the nearest hospital, just so that there was someone available to monitor her overnight, the doctor had reassured Jack gently, and Tosh had already booked someone to fix the broken window in the woman's kitchen.

Jack insisted on driving Rose's car back to the hub, and she contented herself with changing into some dry clothes from the boot and curling up in the back-seat, letting the street lights soothe her into a light sleep.

They must have been halfway back to Cardiff when Gwen's softly whispered voice drew her attention, but Rose didn't bother sitting up or waking fully, trusting Jack and Gwen to keep her safe if there were any problems.

"It wasn't your dad in love with Estelle all those years ago, was it?" Gwen murmured quietly, glancing at Rose on the back seat, and only continuing when she saw the woman's eyes closed and her breathing deep and regular, "It was you."

Jack sighed and nodded, "We made a vow once, that we'd be with each other until we died... I know that's not possible, what with my... condition... but..." he trailed off, and Gwen glanced at Rose again.

"Does she know?" Gwen asked gently, "How important Estelle is to you?"

Jack was silent for a long moment, before glancing away from the road to meet Gwen's eyes and nodded, before returning his attention to the road.

"Rose... Rose knows as much as you, and a little more, she's known me a long time," he confessed quietly, and silence fell in the vehicle once more, allowing Rose to fall back into dreams.

* * *

When Rose woke next she was lying on her bed in her room at the hub, and she took a moment to stretch, wincing at the bruises along her ribs that Jack hadn't discovered.

Slowly she pulled herself to her feet and checked the time, only to find it was around six the following morning, which explained why all her muscles felt tight and stiff.

Moving to the bathroom she took a shower first, before she braved the mirror to investigate the full extent of the damage. The first and most obvious injury was the bruise along her jaw. The corner of her mouth had a small cut that had already scabbed over, and Rose nudged at it with her tongue, until she winced and was forced to leave it alone.

Her shoulder was aching from the hard landing against the paving slabs in Estelle's garden, and when she lowered her eyes down the length of her reflection, she could see that her ribs were covered in colours from yellow and green through to dark purple, blue and black.

"It looks like a rainbow threw up on me," she muttered to herself, before gently drying off and moving back into her room to get dressed in some soft cotton trousers, and a loose white tank top.

There would be no hiding the bruising from Jack then, she decided, it was too extensive and she took a moment to brace herself for that conversation, before leaving her room and seeking out the ex-time agent.

She eventually discovered him in his office, nursing what looked and smelt like brandy. His eyes rose from the glass as she entered the room, and he smiled at her gently.

"Good to see you up and around, I was worried when you fell asleep in the car, didn't so much as stir when I carried you inside," he teased, but she could see that his concern had been real.

"Blame it on the adrenaline," she told him, lowering herself into the chair on the other side of his desk, and sighed when she saw him spot her careful movements.

"You were injured," he growled and Rose shook her head.

"I told you, I just got in their way."

"That's what you said about your jaw, you didn't tell me-"

"Jack, breathe," Rose said slowly, "I'm not dying, I'm not bleeding," she told him softly, "I won't lie and say it's comfortable, or even small, but it is just bruising."

He hesitated, and his eyebrows drew together in a frown, "Show me?" he asked and Rose smiled and nodded, having fully anticipated that request.

He came round the desk and crouched down beside her as she pulled her shirt up again, and Jack sucked in a breath through his clenched teeth, hissing sharply before running his hands over his face.

"Damn it, Rosie!" he cursed softly before gazing up at her, still frowning.

"I asked you to protect her, I thought it went without saying that you needed to protect yourself as well," he scolded gently, and Rose couldn't meet his eyes.

"Apparently it did need saying," he muttered to himself, and took her shirt from her fingers, tenderly replacing the soft cotton.

"Anything else?" he asked, and Rose debated not telling him, but knew that would only invite anger later, so she sighed.

"My shoulder, I landed hard when they tossed me away from Estelle, but I think it's just more bruising-ah!" she gasped as he carefully took hold her her arm and began slowly manipulating the joint, ignoring her hisses of pain.

"You might have torn the muscle, but you're right, it's mostly just bruising," Jack agreed a few minutes later, releasing her arm to brush her hair away from her face.

"Do you know what worries me the most?" Jack asked, and Rose turned to face him, letting her eyes flicker over his face before she frowned and shook her head.

"We don't even know what you promised them for Estelle's life," Jack whispered, as though scared that voicing the thought would bring disaster down upon them.

Maybe he was right to be wary, Rose thought, as before she could even attempt to reassure him his phone rang.

* * *

Jack had officially banned Rose from driving until her ribs and shoulder healed, so he drove them both to Gwen's house as soon as the sun was brushing the horizon.

Mere moments after they walked through the door, Rose gasped aloud, her jaw dropping at the destruction that had been wrought on Gwen's home, but the woman was focussed on Jack, and it didn't take a genius to see the fear and anger in every line of her body.

"In the whole of my working life I have never had to bring the bad times home with me," Gwen said, forgoing any kind of greeting, "I have never had to feel threatened in my own home, but not any more because this means these creatures can invade my life whenever they feel like it, and I'm scared Jack!" Gwen finished just shy of a shout.

Her words had Jack's attention fully focussed on Gwen, and Rose's eyes narrowed as she stayed in the doorway, watching Gwen chew out her friend and Jack let her without comment.

"What chance did Estelle have? What chance did Rose have?" Gwen demanded, flinging her arm out to indicate the blonde, "What chance do any of us have?"

Rose expected Jack to reassure the woman, but he didn't, just lowered his eyes to the floor, his features pained and sad at the reminder of the injuries the people he cared about now bore. He continued moving around Gwen's living room and shook his head silently at the destruction as Gwen pressed the back of her shaking hand to her mouth.

Rose could almost see the woman coming to the end of her patience and knew Jack needed to tell her something, but the Captain's night had been just a long as Gwen's, and he was in no position to provide the woman with any kind of comfort.

Rose took a few careful steps into the room, and ran a hand down Gwen's back, feeling the other woman take a few deep breaths, and flex her shaking fingers before nodding her thanks at Rose, and turning back to Jack.

Her voice softer now, and kept level under paper thin restraint, she tried again to pry answers from the man still gazing around her house.

"You said these creatures protect their own."

"Yeah," Jack answered quietly, and Rose frowned.

"Their own?" Rose asked, head tipping to one side and Gwen glanced back at her.

"The Chosen Ones. Jack, you mentioned The Chosen Ones. What are they?" Gwen asked, and now Rose wanted answers as well, "How many are there?" Gwen tried again, but the Captain just picked up the stones that the faeries had left behind and the paper thin control Gwen had wrestled with tore apart in the face of his silence.

"Tell me, Jack!" she shouted at him, drawing in a sharp breath as she realised what she'd done, but he didn't even turn to face her.

"All these so called faeries were children once," he said eventually, his voice carefully controlled, "from different moments in time, going back millennia... Part of the lost lands..."

"Lost lands?" Rose asked, "Jack what are you talking about?"

"The lands that belong to them, the ones that humans encroached on, took over, built upon..."

"Alright, fine, but what do they want?" Rose asked, and she could see Gwen nodding beside her, "Why are they here, now?" and at long last Jack turned to face them, and he just looked tired when he answered them softly.

"They want what's theirs; the next Chosen One."

* * *

 **A/N:** _For those wondering, I've finally got a Chapter number for the Rose/Doctor reunion. That would be Chapter 13. Thank you all for your patience, I promise, the long wait isn't superfluous!_

 _Also I've had a fair amount of time to write recently, so I have completed chapters up to 12 and am working on 13 now._

 _I'll still only be posting (approximately) once a week though as I'm about to have a couple of weeks without easy access to a computer, and I don't want to "catch up" with myself, so to speak. Please bear with me, I should be sorted and back to normal by the end of August, but life sometimes throws us unexpected curveballs._

 _Thank you x_


	9. Temporal Anomalies

Even running full speed, it still took the Doctor a few minutes to wind his way through the building and by the time he made it down to the main theatre, the curtains were closed and the audience was being escorted out, so it hadn't been the Daleks that had caused the screaming.

That didn't give the Doctor much comfort, but it was certainly a slightly better scenario than he'd been imagining.

He still needed to get Martha somewhere safe though and ran backstage, eyes searching for either his companions leather Jacket, or the bright blonde hair that would mark out Tallulah.

He spotted the showgirl and all but flew over to her, grasping her arm to get her attention, "Where is she? Where's Martha?" he demanded quickly, startling the girl into stumbling over her words.

"I... don't know, she ran off the stage!"

Before he could ask anything else, or even properly absorb Tallulah's words, he heard Martha scream. The sound made his skin crawl as the Doctor ran full tilt towards the sound, eyes searching for his companion.

She'd not even screamed like that when kidnapped at gunpoint on New Earth, he thought to himself as he flew through the door to the prop room, shouting her name.

It took him mere moments to see the manhole cover had been lifted and swing his coat off the stand he'd left it on as he prepared to follow after her, no Solomon there to stop him this time, and the Daleks were infinitely more dangerous than pig-men.

"Wha- Where are you going?" Tallulah asked from behind him, but he didn't spare the woman a thought, couldn't afford to now.

"They've taken her."

"Who's taken her?" the blonde asked, "Whaddyah doing?" she continued, a whine of complaint in her voice, but the Doctor ignored her and climbed back down into the sewers.

"I said, what the hell are yah doin'?" Tallulah shouted, but he didn't have time to explain it to her, spinning around as his feet hit the bottom, trying to figure out which way they would have take Martha.

Sonic screwdriver in hand, the light a useful torch, he prepared to enter the maze of tunnels once more when he heard heels hitting the metal rungs on the ladder and stared up at Tallulah as she followed him down.

"No, no, no, no, no way you're not coming," he told her, voice firm but it seemed to have no impact on the blonde at all, and he briefly wondered what it was about blondes that meant they didn't listen

to him. Even dyed blonde...

"Tell me what's going on," Tallulah demanded, pausing her progress down the ladder as she waited for a response and the Doctor sighed, running a frustrated hand through his hair.

"There's nothing you can do; Go back!"

"Look," she said as she started moving again, her feet finally reaching the bottom of the ladder as she spoke, "Whoever's taken Martha, they could have taken Laszlo, couldn't they?" she asked, already knowing the answer and the Doctor ground his teeth together, the longer she stood there arguing, the more distance the Pig-Men were putting between him and Martha.

"Tallulah," he growled at her darkly, the storm whirling in his eyes but it wasn't aimed at her, it was building for the Daleks, "you're not safe down here," he warned his own tone bordering on

dangerous.

"Then that's my problem. Come on, which way?" she demanded, before moving down one of the tunnels without even waiting for an answer.

It took the Doctor a moment to react though, as her words had awoken another memory of Rose, and it took him a second or two to pull himself free of it.

 _The lift doors opened onto floor 500 of Satellite Five, and he and Rose had stepped out into frost and ice._

 _"The walls are not made of gold... You should go back downstairs"_

 _Rose had looked at him, an eyebrow raised and said a single word._

 _"Tough."_

He shook the memory away and sighed. What was it about blondes and not listening to him, he wondered again watching Tallulah stalking down the wrong tunnel.

"This way," he called after her, a long suffering note of resignation to his voice, but keeping her with him was safer than letting her wander off alone.

Tallulah was quiet for much longer than the Doctor had expected her to be, but as they ducked under a half-portcullis, her control finally snapped.

"When yah say 'they've' taken her, who's 'they', exactly? and who are **you** , anyway? I never asked," she continued. Slowly her questions were gaining momentum and her voice became less cautious and more demanding, but the Doctor was trying to tune her out, more interested in listening to their surroundings. Suddenly he heard the whirring sound of Dalek movement that had his hearts shifting from his chest to settle in his throat.

"Shh!" he hissed sharply, but she misunderstood, and rolled her eyes at him with a nonchalant "Okay, okay!" and he could feel the panic rising again.

"Shh-shh-shh-shh-shh-shh!"

Tallulah fell silent, but still looked confused and the Doctor waited, frozen in place as he watched to see where the Dalek was coming from.

Slowly, like it had rolled straight from his nightmares, the shadow of the Dalek eyestalk crept along the sewer wall and he knew luck wasn't on his side. The Dalek was heading straight for them, and when Tallulah began talking again he acted instantly and instinctively.

He slammed his hand over her mouth none too gently, muffling the shriek of panic she emitted at the sudden assault. His other arm wrapped around her waist and he half dragged half carried her back the way they'd come.

Tucked away in an alcove, lit brightly by an electric service lamp, the Doctor relied heavily on the Dalek's limited field of vision, and held his breath as he pinned the still struggling Tallulah in place, mentally pleading with the universe for the Dalek to simply roll on past, to not turn it's eyestalk, to not notice them.

He kept his wide eyes fixed on the approaching monster, and all he could do was simply hope that he and Tallulah would go undiscovered.

Far too slowly for his comfort, the Dalek rolled past them, and as soon as she saw it Tallulah stopped fighting his grasp, and he let her pull his hand away from her mouth.

Moving slowly so that the monster wouldn't hear his footsteps, he moved out from the alcove so that he could watch the Dalek turn the next corner, his spiralling thoughts escaping past his lips without conscious thought.

"No... no, no, no, no, no, no..." he muttered. He would have shouted the denials if he could, but the last thing he needed was the Daleks, or the pig-men, coming to investigate a disturbance. The anger and hate were welling up in his chest, pushing aside the sick feeling of loss and devastation at finding the parasites still existing against all the odds.

"They survived...They always survive, while I lose everything," he said, eyes staring wildly after the metal bucket.

Gallifrey, the Time Lords, Rose... All of it gone because of the Daleks and he could feel the fury filling him, making his hands tremble and he knew that his eyes would be full and swirling with the Oncoming Storm.

"That metal thing?" Tallulah asked warily, "What was it?"

He told her. Too angry and cold now to care if he scared her.

"It's a Dalek, and it's not just metal, it's alive."

"You're kidding me?" she laughed, her bright grin sweeping over her features, but the Doctor was no longer interested in protecting her naivety, he had more important things to worry about, like where Martha was and how he was going to get rid of the Daleks once and for all.

"Does it look like I'm kidding?" he snarled at her, his lips curling in fury as he turned his dark glare on the girl, and her laugher evaporated. For the first time she looked truly scared, and the Doctor made a concerted effort to reign in his temper, his voice lowering once more to the dark rumble of thunder on the horizon.

"Inside that shell is a creature born to hate, whose only thought and purpose in life is to destroy everything and everyone that isn't a Dalek too and it won't stop until it's killed every human being alive."

"But... if that's not a human bein'," Tallulah said slowly, "It kinda implies it's from outta space...?" She looked at him with a hesitant smile, and the Doctor just stared back, not giving her the out she was clearly looking for.

"Yet again, that's a no with the kiddin'!" Tallulah breathed out, seeming torn between amazed, confused and terrified. "Oy... well what's it doin' here, in New York?" she asked, blinking up at him trustingly, despite his change in demeanour and the Doctor forced back the rage as much as he could.

"That's what I need to find out," he admitted, falling silent again as plans within plans spun through his mind, and it was only when Tallulah shifted beside him that he remembered he wasn't alone in the tunnels.

He grabbed her arm, ignoring her sharp yelp and began dragging her through the tunnels.

"What the hell are yah doing?!" she yelled at him, "Let go o' me!"

"Every second you're down here, you're in danger. I'm taking you back right now," he shouted right back. Tallulah had been a liability when he merely suspected the Daleks, now he'd seen one she was a potentially deadly distraction, and he still had to find Martha, keep her safe, destroy the Daleks...

Dragging the still protesting show girl back the way they'd come and away from the Dalek, the Doctor marched them both straight into the path of one of the pig-men and Tallulah screamed, but the Doctor was no longer in the mood to run and advanced on the creature, too angry to realise that it wasn't attacking, but trying to flee.

"Where's Martha!?" he shouted, advancing on the creature furiously, "What have you done with her!?"

As the creature pressed itself tightly behind the column of an archway, the Doctor moved to stand just out of arm's reach, blocking any attempt it could make to escape and shining the light from the sonic at the creature.

"What have you done with Martha?" he demanded again, but despite his questions he was brought up short, surprised, when the creature answered in English.

"I didn't take her!."

The response was like a wet towel over the flames of his fury, and the Doctor's eyes narrowed as he took another look and saw that this one was different, "Can you remember your name?" he asked, his voice soft again, like a switch had flipped inside his mind.

"Don't... Look at me," the pig-man said, refusing to answer, but something in the way he stood told the Doctor the answer to his question.

"Do you know where she is?" Tallulah asked from where he'd left her standing, taking a few steps forward, her heels clicking against the stone, the pig-man almost seemed to panic and the Doctor began to put the pieces together in his mind.

"Stay back!" the pig man shouted, waving a hand at Tallulah to stop her approach, "Don't look at me!"

"What happened to you?" the Doctor asked, because he was almost certain now that he knew who this person had been.

"They made me a monster..." was his reply, and but the Doctor needed to be sure, even as his mind was screaming that there was only one answer possible.

"Who did?."

"The Master's."

"The Dalek's; Why?" having his theory confirmed was a cold comfort, but the Doctor needed information, and this man was his best chance.

"They needed slaves," the man said, but when the Doctor continued to stare at him he elaborated, "They needed slaves to steal more people so they created us... Part animal, part human... I escaped before they got my mind, but it was still too late."

What had been done to him was horrific, but it also didn't make any sense and the Doctor's brows furrowed in thought. None of what the Daleks were doing fit with what the Doctor expected them to do, and it was more than a little concerning. If he could rely on one thing it was that Daleks always wanted the same thing, they were predictable, so why did they suddenly want to steal humans instead of eradicating them?

"Do you know what happened to Martha?" he asked this time, instead of demanded, and the man nodded.

"They took her... It's my fault, she was following me," he offered, the apology in his eyes, and the slump of his shoulders.

"Were you in the theatre?" Tallulah asked, her voice making the pig-man flinch, and the Doctor pressed his lips together as he watched the two carefully to see if it would play out as he hoped.

"I never..." the man sighed, half turning his face to the blonde showgirl, "Yes."

"Why?" Tallulah demanded, "Why were you there?"

"I never wanted you to see me like this," came her despondent response.

"Why me? What I got to do with this?" Slowly she started approaching the Doctor and the pig-man again, "Were you following me? Is that why you were there?"

The Doctor watched the man's eyes close tightly and he seemed to brace himself before slowly turning to face Tallulah, his features still in as much shadow as he could manage.

"Yes," he admitted softly, voice thick with emotion, and Tallulah stared, her eyes wide and the Doctor wondered if she'd realised the truth yet.

"Who are you?" she asked, but something in her voice said she knew, and was simply seeking confirmation.

"I was lonely," the man said, and Tallulah continued her approach now, suddenly more confident and the Doctor could see she'd figured it out as her eyes grew wet and her voice shook.

"Who are you?"

"I needed to see you..."

"Who... Are you?" she demanded, voice breaking, and the pig-man shook his head.

"I'm sorry," he started to turn away and the wave of understanding that hit the Doctor almost hurt, when he remembered the look of fear Rose had given him after his regeneration.

"No, wait..." the blonde grabbed at his arm, despite her fear, and pulled him back round to face her, "let me look at you," Tallulah begged. She tugged him into the light from a drain above them and let her eyes skitter over his face.

"Laszlo?" she finally whispered, "My Laszlo?"

When he didn't deny it, and just stared at her, her face crumpled and the tear started to fall, "Oh, what have they done to you?" she cried, hands straightening his collar, and stroking over his face and neck.

"I'm sorry, I'm so sorry," Laszlo whispered, and the Doctor swallowed hard. He'd given the two of them as much time as he could spare them, but the Daleks were still roaming the sewers and he still needed to find Martha.

"Laszlo, can you show me where they are?" he asked, moving to stand beside the two lovers now that he knew the man still had his own mind. Laszlo turned to him, and stared a moment, before speaking slowly, as though the Doctor didn't understand exactly how dangerous the Dalek's were.

"But they'll kill you."

"If I don't stop them, they'll kill everyone," he replied, face grave. Stealing humans might not be the normal way for Daleks to go about things, but he didn't believe for a moment that their end game had changed.

Laszlo sighed, and his lips pressed together around the tusks protruding from his mouth as he nodded. He turned to look at Tallulah who, even through her tears, managed to produce a smile for him, and Laszlo turned back to the Doctor, a new glint of determination in his eyes.

"Then follow me."

* * *

Rose and Jack had helped Gwen clear up the rocks, petals and branches from her house, before Jack drove all three of them back to the hub. Very little was said between them, all of them lost within their own thoughts and they'd barely entered the Torchwood building and pulled off their coats when Tosh's voice rang out across the hub.

"What's the weather forecast for today?."

"Long sunny spells," Ianto called back, poking his head round the corner of the kitchen, "Why?"

"It's happening again," Tosh answered, "I can't understand it, it's going crazy..." she muttered, hands flying over her keyboard, and brows furrowed, but Jack shook his head.

"Just leave it, let's go," and they were moving, Rose throwing her coat back on again as she followed Jack to his vehicle.

In the back, Tosh continued to track the high velocity winds speeds, and within a few minutes it had died off, leaving the weather normal once more.

"It's a school, Jack," Tosh said and Rose turned in the passenger seat to stare at the side of Jack's face as he watched the road.

"Do you think it's the chosen one?" she asked, and she saw his jaw tense, even as he shook his head.

"I don't know."

When they pulled up at the school, there were parents leading the children out of the building, and a quick glance around suggested that the students had been dismissed for the day.

Once inside, they were quickly shown to one of the playground monitor's who had been present during the gale force winds clutching at a blanket someone had wrapped around her shoulders.

Tosh and Owen took the lead in questioning the young teacher while Rose and Jack followed them through the school hallways, listening to her description of the event.

"Gwen's still outside," Rose murmured to Jack and he frowned.

"If she's not back in a few minutes, go after her, but be careful," he said, keeping his voice soft and Rose nodded.

"...Was anyone hurt?" Owen was asking, when Rose focussed on the teacher again, but the woman shook her head.

"No, two children were almost scared to death, but they're ok," she told them, just as Rose heard running footsteps approaching.

She tensed slightly, and then tensed further when she saw the splash of controlled fear in Gwen's eyes.

"What is it?" Jack asked, taking one look at the woman and spotting her concern as quickly as Rose had.

"I saw them," Gwen admitted softly.

"...there was little Jasmine in amongst it all... She hadn't been touched, and the sun was shining down on her... It was... It was like a aura, like something protecting her."

The teacher's words drew Roses attention, and she could see Jack's focus wasn't far behind her as he smoothly cut into Tosh and Owen's questioning.

"Who is Jasmine?"

"Jasmine Pearce, she's a pupil of mine," the teacher told them, hands clenching reflexively around the edges of the blanket.

"Where is she now?" Jack pressed again, and the dazed woman answered quickly, her voice still shaking.

"We're sending all the children home, we have to."

"Thank you," Rose said softly, resting a warm hand on the woman's arm as Jack nodded and moved away. Moving into a light jog to keep up with Jack jarred her aching ribs, but she held back the soft hiss of pain, not wanting Jack to worry.

"We think Jasmine's the Chosen One?" Gwen asked, just as Rose fell into step with them and Rose nodded even as Jack answered, his eyes hard.

"Yeah."

They went straight from the school to the girls home address, all of them praying in their own way that they'd make it before anyone else died, and with each of them lost in their own thoughts, the silence in the Torchwood vehicles was stifling.

Rose could almost feel every second ticking past, every moment wasted even though Jack was driving well past the speed limits, and taking every dangerous corner he could to reach the child in time.

As the cars slid to a halt, brakes screeching, Rose was one of the first with her feet on the ground and running for the house. She could already hear the screaming coming from the garden, Jack close on her heels and everyone else right behind them.

Stepping into the garden was like entering the edges of a small tornado and the wind whipped Roses hair around her face as she took in the beginnings of the destruction. Some people were fleeing, but most were too scared or disorientated, and the Torchwood team began pushing the screaming visitors towards the side gate on the house, sending them running and removing potential victims from the scene.

Remembering the attack on Estelle, Rose shifted her eyes to the side slightly, and the faeries changed from blurred shadows to fully formed beings, their spindly long appendages and paper thin wings once more fully visible to her, and she shouted at the rest of her team over the gusts of wind that tried to steal her voice.

"Don't look directly at them!."

As they took her advice there were gasps and curses as they saw the faeries all over the garden, one of them in particular pinning a man to the ground, it's hand over his mouth as he struggled to breath.

It lifted it's gaze and met her eyes and somehow Rose knew that this had been the one to traumatise Estelle the night before. It's lips peeled back, offering a terrifying mixture of a snarl and a smile as it pulled it's hand away from the man's face before plunging it deep down his throat.

The man was retching and gagging as the creature dug deep, it's arm vanishing into the body beneath it until everything below it's elbow was inside, it's cruel gaze never leaving Rose.

Beside her, another leapt forward, grasping at Jack and climbing his body like it would a tree and Rose struggled for a moment to remain focussed, knowing Jack couldn't die, her priority wasn't saving her friend but she was still grateful when Gwen pushed Jack aside and away from the creature.

"These people never harmed you!" she shouted into the wind, and another faerie paused in it's lunge across the grass.

"This one struck our child," came the whisper, it's voice sounded like a thousand haunted souls escaping from the single pair of lips, "he must be punished."

The creature still crouched over the man slowly began to remove it's arm from the human's body, blood red rose petals erupting from his mouth and throat as he lay unmoving on the grass.

With a snickering snarl the faeries began to take off, leaping into the air one by one, the buzzing hum of their wings filling their ears, even as their movements became too rapid to track, and they reverted to shadows caught out of the corner of the eye.

The gusts of wind departed with them, and Rose's eyes flickered around the garden. While the girl's mother had been screaming for her partner, and even the rest of the Torchwood team now moved to check on him, to confirm his death, Rose couldn't help but notice that no one was checking on the girl, Jasmine, as she stood alone by the garden shed.

She watched her mother and the strangers move towards the man on the grass, and Rose saw the flash of sadness on the girl's face before she spun around in her pretty white dress and marched between two bushes, with Rose following behind her.

Rose followed Jasmine through what looked like a newly built fence, with a very fresh faerie sized hole in it, and the girl led the way into the forest that backed onto her house.

There was a fairly steep slope from the back of the garden that went up and into the forest proper, and Rose followed Jasmine in silence until they came to the top, and the fluttering of wings made her stop for a moment, before she took two or three longer strides, moving to stand beside the abandoned child.

"Jasmine, what's going on here, sweetheart?" Rose asked, a hand on the girl's shoulder. She didn't miss the surprise in the girl eyes at her question, and Jasmine glanced up at her with a frown, seeming confused.

"No one's ever asked me before, they always just try to tell me... Don't be stupid Jasmine. Faeries don't exist, Jasmine. Stop playing in the woods Jasmine... Why did you ask, instead of tell?" she demanded, and Rose swallowed hard.

"Because I want to understand, and I think you might be the only one around here with all the answers," she explained gently. Slowly, almost hesitantly, Jasmine nodded and seemed as though she was about to speak when the pair of them heard running footsteps as Jack and Gwen came tearing through the underbrush after them.

"Do you know you're walking in a forest?" Jasmine asked, almost chastising the two new arrivals for their clumsy clambering through the nature around them, and Rose's eyes narrowed as the young girl turned to stare down Jack and Gwen, wisdom older than her years gleaming in her eyes.

"Well you are," she told them, "It looks like a very old forest, and it's magical... I want to stay in it," she declared, chin raising in defiance.

"You can see this forest?" Jack asked, still approaching Jasmine, but slower now, and cautiously.

"Yes," Jasmine confirmed, and Jack offered her a smile, still breathless from chasing after her.

"But it's not here, it's just an illusion, Jasmine... It is," he promised softly, at the disbelieving wrinkle to her nose, "Your friends are just playing a game with you."

Rose's head snapped up from where she was watching Jasmine to stare at her friend, surprised at the tactic he'd chosen to go with.

"You're a liar, why does everyone lie?" Jasmine demanded, glaring at Jack now.

"You can't just go back to how things were, Jasmine," Gwen tried softly, "The forest can never come back," but even as she spoke, Jasmine was starting to smile and easily corrected them.

"Oh, it can, when they take me to it," she turned her face up to stare at Rose still standing beside her, "You understand, don't you? You haven't lied, yet."

Rose could see Jack staring at her, and she knew he wanted her to deny it, but that old wisdom in Jasmine's eyes didn't belong to a child of eight, so she nodded.

"They can move through time, let you visit the forest of before, or go on and discover it when it takes over the land again," she theorized, and everything about Jasmine relaxed as she offered Rose a smile.

"You understand time," she stated simply, but Gwen and Jack weren't finished, and the girl turned her glare back on the pair as they shifted forward another cautious step.

"They promised to take you through time, did they?" Gwen asked, bending slightly so she could peer into the girl's face, her expression intent even as Jasmine nodded.

"But what about your mother, don't you want to stay with her?" Jasmine just stared at Gwen for a long moment, and Rose felt something in her gut twist as she realised she was siding with the child, and the faeries.

Where was the girl's mother? Rose knew that Jackie Tyler would have been fighting the faeries off with her bare hands to keep Rose by her side, but Jasmine's mum was crying over the body of a man who'd hit her daughter.

Maybe she hadn't known, but she knew that her daughter wasn't with her, wasn't safe, and the woman wasn't up here fighting for the young girl.

"The Bad Wolf didn't stay with her mother," Jasmine finally answered Gwen's question, and Rose's eyes widened sharply even as Gwen shook her own head in confusion.

"What?"

The humming of the faeries wings appeared again and Gwen leapt back from Jasmine, and while even Jack tensed and straightened, Rose just narrowed her eyes as they landed in the tree above them, and placed a single hand on Jasmine's shoulder.

"Come on!" Jack pleaded, "The child isn't sure."

"I am sure," Jasmine replied, growing angry again and then Jack lunged for her, pulling Jasmine against him, refusing to allow the faeries near.

"No!" Jasmine cried, and Rose's jaw dropped in surprise, "Jack!" she admonished and he stared at her for a moment, shocked, before shaking himself and turning back to the faeries.

"Leave her alone. Find another Chosen One!" he demanded, glaring up at the creatures now skittering through the branches, their movements anxious now that the child they protected was threatened, and the wheels in Rose's mind began to turn.

"She belongs with us," the faeries cried, "She is ours! She has always been ours!" and Jack shook his head, denying their words.

"The child belongs here."

"No, Jack," Rose said suddenly, and the faeries in the tree behind her stilled as he stared at her in shock.

"Their words... it's not a claim, it's a statement," she clarified, "You named the child the chosen one, but they didn't **choose** a human child," Rose explained, before meeting the ancient eyes shining out of the child face, finally recognising it for what it was.

"She's always been one of them... Like a cuckoo egg in another bird's nest."

The faeries hissed and whispered a cacophony of noises behind her but they sounded distinctly pleased and Jack frowned, eyebrows furrowing as he considered her words.

"She lives forever. We live forever." the faeries whispered in unison.

"Suppose we make her stay with us?" Jack asked, and Rose shook her head. It would be like a human raising a Raxacoricofallapatorian, but Jasmine answered before she could, glaring up at Jack, even as she struggled against his hold.

"Then lots more people will die."

"Did they tell you that?" Gwen asked, seeming appalled and Jasmine nodded.

"They promised," she said, and Rose sighed.

"Have you ever tried taking a child from it's mother, Gwen?" she asked gently, before turning her determined gaze on Jack, "If we try to keep her here that's exactly what we'll be doing... This isn't right, Jack," she told him gently, and she could see the conflict in every line of his face.

"Come away, oh human child..." the faeries sang and Rose shivered.

"Next time they'll kill everyone at my school like they killed Roy, and that man!" Jasmine shouted at Gwen.

"But what about your mother, the woman who raised you?" Gwen asked, and Rose was suddenly angry at the emotional blackmail the woman was throwing at the girl and she growled.

"I don't see her here right now, fighting for her daughter, do you?" she asked and Gwen sighed, running her hands through her hair in frustration.

"If they want to they can make great storms and wild seas or turn the world to ice. They can kill every living thing. Let me go!"

"How do you know these things?" Gwen asked the girl, shocked and a little scared at the things the eight year old was spouting, but Rose could hear the tone of her voice changing, the whispers fading into her voice, mixing with her own tone, and knew where the knowledge came from.

"They will kill you all, just like they killed your friend," Jasmine tried again, aiming her words at Jack this time, and Rose froze for a moment as everything clicked into place and she moved to stand in front of Jack.

"Jack, do you trust me?" she asked softly, and Jasmine must have sensed something because for the first time since Jack had grabbed hold of her, she stopped squirming in his grip.

He studied Rose for a long moment before nodding slowly, and she sighed.

"Give her to me?" she asked, opening her arms, and Gwen shook her head.

"Jack, you can't," she snapped, a hand on his arm and he paused. Rose could see him biting his lip, and she saw the regret that entered his eyes at the question he felt he needed to ask, and she offered him a soft smile of forgiveness.

"The child won't be harmed?" he asked, and Rose looked over her shoulder at the faeries, an eyebrow raised expectantly as she waited for them to respond.

"We told you, she lives forever."

Still, he hesitated a moment and Jasmine began struggling again, "A dead world, is that what you want?" she snapped at him and Rose frowned.

"Threats will not get you what you want," she told the girl, and was as surprised as Jack and Gwen when Jasmine fell silent at her words.

"What good is a dead world to you anyway," Gwen asked, "there'll be no more Chosen One's,"

"They will find them, scattered throughout time... The planet doesn't need a future to have a past," Rose answered, and Jack sighed, letting go of Jasmine just long enough for Rose to gather the girl in her arms and pick her up.

"Jack, no!" Gwen cried, making a last desperate lunge for the girl but Rose ignored her, turning to face the faeries. Now that she had Jack's trust she trusted him to keep Gwen from interfering.

"You asked me what chance we have against them? For the sake of the whole world, this is our only chance," she could hear Jack explaining to Gwen, sadness and defeat in his voice, even as he tried to mask it with anger and she sighed.

"Alright, she is your child, I understand that," Rose called to the faeries up in the tree's and they trilled happily, one or two reverting to their small silvery persona's, and then Rose tightened her grip on the girl and let her face form a hard mask.

"Right now though, she's my bargaining chip," she announced, and the faeries hissed angrily, and she could almost feel Jack freeze in surprise behind her.

"You're creatures of time, and you're telling me you can't sense a causal loop when you're in one?" she questioned, watching as their agitation cooled, and the tension that had built in Jasmine's frame faded as swiftly as it had arrived.

"I have something you want, and you took something that I want back," Rose called, and Jack placed a hand on her arm, but she refused to take her eyes from the faeries.

"Rose, what the hell-"

"The life of the old one," the creatures above them whispered, and Jack's words died in his throat.

"Estelle," he muttered, and Rose heard Gwen gasp.

"She's not a toy you can trade in!" the woman protested, and Rose finally glanced round.

"This is a deal I've already made, Gwen," Rose told her gently, before shaking her head, "I'm sorry..."

The faeries would get Jasmine, whether they cooperated or not, Rose knew that and so did the faeries, but they also both knew that by restoring Estelle in exchange for Jasmine, they would both avoid unnecessary bloodshed, and her request wasn't even something that was difficult for the creatures to accomplish so after a mere moment's deliberation, one of the faeries drifted towards Rose and Jasmine slowly.

"We promise, Bad Wolf; the girl for the life of the old one," the creature said, the whispers of a thousand other voices joining it's own, and Rose nodded, carefully crouching so she could place Jasmine's feet on the ground, releasing her to the faeries.

The girl took hold of the hand she was offered, and paused, before turning back to Rose and smiling. Then she let her gaze move over to Jack and Gwen, offering them both a soft but heartfelt "Thank you," her voice now thrumming with a thousand echoes like the others, and her eyes glimmering, her smile bright and wide.

Her farewells made the child turned, and began skipping her way across the forest floor, slowly fading from view as the faeries shrunk back down to their small glowing white forms, their silvery aura dancing off flowers and leaves before they gradually faded from sight, drifting through time to somewhere untouchable.

The woman who'd raised the faerie child came running then, followed closely by Tosh and Owen, and was just in time to watch Jasmine fade from view, being replaced with a dancing silver light that, like the girl, vanished into the ether. The woman ran after the girl, and Rose felt sorrow for her loss, but no remorse or regret. Like the cuckoo in another bird's nest, the girl hadn't belonged, and in doing the right thing, no matter how difficult, her actions had saved everyone, including Estelle.

She had every intention of letting the woman vent her grief fuelled fury when she came charging back at them, screaming incoherently, but Jack surprised her and placed himself in her path, holding the hysterical woman until she collapsed to the floor. Her grief had brought everyone to tears, and Rose could even see Jack's eyes filling with moisture as he sank to the ground with the devastated woman, holding her and whispering apologies on top of apologies.

Rose knew when Gwen had finished filling in Tosh and Owen because she felt their eyes suddenly latch onto her, but she had no defence against their shock, anger and disgust in her decision, so she swallowed back her own meaningless apologies and slowly began to walk back to the house, alone.

* * *

"Rose?"

Jack's voice called out and she blinked out of her thoughts before pushing herself to her feet and moving into view.

He was coming down the hallway towards her room when she stuck her head out, and she watched him heave a heavy sigh of relief.

"Where have you been? I was worried," he told her gently, and Rose shrugged.

"Hiding," the blonde admitted easily before returning to her bed, sitting with her back against the wall and her arms curled around her bent knees. Jack followed her inside and she offered him the soft armchair with a wave of her hand.

"Hiding from what, Rosie?" he asked as he took the offered seat, and Rose couldn't help the dry amusement that dragged a smile onto her face.

"Don't pretend you don't know, Jack," she chastised gently, knowing he'd been trying to make her feel better, and softened her gaze further when the man sighed, "It's fine, I understand why they're angry... This isn't the first decision I've had to make that's pissed off my team, it's just I usually have the advantage of leading that team, I can pull rank if necessary," she explain, before shrugging, "So I figured I'd stay out of their way for a while, let them all cool off and think about it."

Jack had been nodding as she spoke, but now he narrowed his eyes at her, studying her features, and Rose let him look until he was satisfied.

"Are you, though? Fine, I mean?"

The reassuring smile faded slightly, and while her instinct was to brush aside his concern, she respected Jack far too much to ignore his question, so she thought about it for a moment, head tipping to one side and her hair falling around her shoulders at the movement.

"Maybe?" she answered eventually, and Jack relaxed, sitting back in the chair,

"I'm not sure how I feel, if I'm being honest Jack... It's not like we had a lot of time to consider the situation, but she was their child... Not in the sense that they had laid a claim on her, but I mean right down to her species, her genetics... I'd lay money that any DNA after her birthday would have shown structural changes from the human genome," Rose told him, and Jack held up a hand to halt the sudden flood of words he could see building behind her eyes.

"Ok, not everyone's a science geek, I don't need the technical aspects right now," he told her, drawing a sheepish smile from the blonde, her eyes glittering.

"Sorry... So... anyway, I know she belonged with them, but that doesn't make what they did to Estelle and the girl's stepfather right... it doesn't stop her surrogate mother's pain at the loss of both her partner and her daughter, so did we do the right thing? I don't know, but I do know we chose the best possible option of the choices we had available," Rose told him firmly and Jack nodded again.

"I agree... It's why I let you take Jasmine... but then you bargained her for Estelle's life," Jack explained with a frown, "I don't understand that Rosie, because that's not like you at all."

Rose lowered her eyes to stare at her hands for a long moment, her fingers interlocked as they held her knees pulled up tight against her chest. She knew that decision had been rash, and she also knew that it was the part that the whole team had the most problem with, but she wasn't sure how to explain it to someone who hadn't experienced time travel.

Jack though, she thought to herself, eyes raising to meet his patient gaze with a considering look of her own, not only had he travelled with her and the Doctor, but he was a Time Agent before that.

She had expected him to put everything together, but if he hadn't then at least she would be able to explain it to him, even if the others never forgave her. Rose sighed.

"You gave me the idea, actually," she began, and then considered it might not have been the best starting point when Jack reeled back in shock, "When you said they travel forward and backward in time," she clarified quickly, watching him release the deep breath he'd taken in surprise.

"That night, when they killed Estelle... I made the deal then, only I didn't know what the deal was because for me it hadn't happened yet," Jack frowned a moment, and when she moved to clarify, he raised his hand to stop her.

"Give me a moment, it's been a long time for me since I worked in the fourth dimension," Jack muttered and Rose had to smother a laugh.

"So... You asked them to bring her back, and because they did you knew that you would offer them something they wanted?" he asked and Rose nodded.

"The only thing they wanted, was Jasmine... We both knew they could take her, and we both knew I planned to hand her over... Restoring Estelle was more an apology and a sign of good faith rather than an exchange," she explained, "and once I pointed out the causal loop to them, they had no choice."

"If they'd gone back on their word and not restored Estelle, you may not have believed the child should go with them," Jack nodded his understanding, but there was still a frown between his eyes. "What I don't see though, is why your opinion mattered to them."

Rose hesitated before answering, a blush rising in her cheeks, "Honestly... that was a gamble on my part," she admitted, and Jack raised an eyebrow so she swallowed her nerves and continued.

"I told you how I opened the Tardis, and looked into her heart?" Rose said, making sure he remembered, continuing at his nod of confirmation, "and do you remember the two words we kept seeing and hearing everywhere?"

"Bad Wolf, the Doctor said they were following you," Jack said, and Rose nodded.

"They weren't following us, they were there already... It was a message that told me I could get back to the Doctor, it was a link between the Powell Estate when he sent me back, and Satellite Five where you were fighting the Daleks... and though I don't remember what happened after I opened the Tardis, I'm pretty sure that I'm the one who put the name out there," Rose admitted, and Jack sighed, hands running over his face.

"Ok, so... you're Bad Wolf?" he asked and Rose shrugged, "It still crops up often enough for me to think so," she told him, "I mean, look at the alias we chose... We were drunk, we stuck pins in the alphabet and then unscrambled them to make up a name, right? Truly random?" she asked, and Jack nodded until Rose laughed.

"Mal Lupin. It means 'Bad pertaining to the Wolf' in Latin", she told him, and got some measure of amusement from the slack-jawed stare she was treated to.

"Ok... but what does that have to do with the faeries?" he asked and Roses amusement faded.

"I gambled, as I said, that creatures who could travel through time would recognise the words... I named myself Bad Wolf to them, I don't know what I expected, really..." Rose admitted, but when she met his eyes again there was a trickle of concern there that she couldn't quite hide.

"Their fear though, that I really didn't expect..." Rose finished in a whisper, and a moment later Jack had joined her on the bed and pulled the unresisting blonde into his arms.

"Rose... Just because they feared what you might do if they didn't cooperate doesn't mean you would have done it... you have a heart of gold, Rosie and a soul to match," he promised her, and Rose let herself curl into his hug without comment.

"Come here," Jack said a short time later, lying down on the bed and gently tugging Rose until her head was resting against his shoulder comfortably, and he could hug her without twisting or further hurting her bruised ribs.

"The Daleks fear the Doctor," Jack whispered quietly, "Imagine, a race designed only to hate, and he can inspire fear in their hearts... Does that mean he's not a good person, Rose?" Jack asked her, and he could feel the slowly growing smile against his shoulder.

"See... if dangerous things are worried about what repercussions their actions will reap, then whatever they are worried about, has to be a good thing, Rosie," Jack promised, and while he knew his words weren't quite enough to settle the matter in her mind, he contented himself with the knowledge that she had taken his thoughts on board.

"Thank you, Jack," she murmured a while later, her voice sleepy as she soaked in his warmth, and the Captain smiled down at her, his hand stroking against the golden blonde hair gently, as she quietly drifted into a dreamless sleep.

Jack stayed with Rose all night, guarding her dreams from the nightmares, and reassuring himself that she was safe and relatively unharmed.

Just before dawn, he let himself close his eyes and think of the Doctor

* * *

Laszlo led Tallulah and the Doctor carefully through the tunnels, often having to double back to avoid groups of the pigmen, but eventually they could hear voices that weren't the mechanical tones of the Daleks, and the three of them began creeping quietly towards the sounds.

Pressing close to the tunnel wall to avoid being seen, Laszlo brought them to a T junction, and just beyond that a group of men and woman were being penned in by pig men. The Doctor drew a relieved breath when he spotted Martha and Frank amongst the faces, just as the pigmen began to move and squeal in either excitement or agitation.

"What're they doing? What's wrong?" the Doctor heard Frank ask, hoping someone knew the answer, and his stomach clenched when Martha couldn't conceal a quiet sound of distress.

"Silence. Silence!" came the Dalek's voice, and both Laszlo and the Doctor reeled back from where they'd been leaning around the corner, and tugged Tallulah with them until they were fully concealed.

"What the hell is that?" the Doctor heard Martha ask, and swallowed back the bile in his throat before leaning forward again. Laszlo stayed pressed against the wall, fear freezing him in place so the Doctor just peered round him, and felt Tallulah at his shoulder as they watched the pigmen pushing and shoving the humans until they complied.

"You will form a line. Move. Move!"

"Just do what it says, everyone, okay? Just... obey-"

The Doctor felt an odd mix of pride in the way she was trying to keep everyone safe, and fear as the Dalek expressed its enthusiasm for its captive compliance.

"The female is wise. Obey."

A second Dalek appeared and the Doctor's chances of getting Martha out dropped drastically and he released a shaky breath. Just how many Daleks were there down in the sewers?

"Report," the second Dalek ordered, and the first turned its eyestalk on it's comrade.

"These are strong specimens. They will help the Dalek cause."

The Doctor saw the look of recognition on his companion's face, and ground his teeth together, his mind furiously trying to figure out what his next move would be, but the first Dalek hadn't finished speaking.

"What is the status of the Final Experiment?" it queried.

"The Dalekanium is in place. The energy conductor is now complete."

"Then I will extract prisoners for selection."

The pigmen moved to hold the first man in the line, and the Dalek approached with its sucker attachment while the Doctor held his breath. There were multiple uses for each part of the Dalek's arsenal so when the monster from his nightmares only initiated an intelligence scan he sighed softly in relief.

"Reading brain waves. Low intelligence," the Dalek announced a moment later, and while the man demanded to know what the creature before him meant, the Doctor was focussed instead on the Daleks, "Silence! This one will become a pig slave. Next!"

It moved on and started the progress on the next prisoner, and the Doctor leant back a little so he could meet Laszlo's eyes, and the man sighed, looking even more despondent than before.

"They're divided into two groups. High intelligence and low intelligence. The low intelligence are taken to become pig slaves, like me," Laszlo explained quietly. The Doctor started to ask the obvious question but was forced to spin his head to Tallulah when she decided to exuberantly and loudly protest the Dalek's evaluation of her boyfriend's mind.

"Well that's not fair!" She reeled back a little as both Laszlo and the Doctor shushed her before continuing at a near whisper, "you're the smartest guy I know."

The Doctor shook his head in amused exasperation, and turned back to Laszlo, "and the others?" he asked, already knowing where they were going to place Martha.

"They're taken to the laboratory."

"Why? What for?" the Doctor asked, but Laszlo just shook his head.

"I don't know. The masters only call it the Final Experiment."

The Doctor nodded, sighing again as he leant out around the corner once more to see how far through the line-up the Daleks had gotten. The Daleks announced Frank to be of superior intelligence and the Doctor held his breath when Martha was dragged in front of the Dalek.

Even knowing that all they were doing was an intelligence scan, seeing his friend that close to a Dalek sent tremors of fear down the Doctor's spine.

"Intelligence scan. Initiate... superior intelligence. This one will become part of the Final Experiment," the Dalek declared and Martha's terror finally got the better of her as she started yelling.

"You can't just experiment on people! It's insane! It's inhuman!" and the Doctor winced at her choice of words even as the Dalek halted its movements and spun it's eyestalk to stare at her, as cold as the metal encasing it.

"We. Are not. Human," it declared slowly, as though despite it's scan it considered her to be the height of stupidity and Martha had no answer to give in response to its acceptance of her description.

"Humans of high intelligence will be taken to the transgenic laboratory," the Dalek declared as Martha stared at it in shock before it turned from her and began to lead the way through the tunnels, pigmen escorting the now sorted humans to ensure none of them tried to flee.

"Look out, they're moving," the Doctor warned, and Laszlo grabbed Tallulah's hand and began pulling her down the tunnel they're arrived through, but the Doctor hesitated and then paused before taking over the spot that Laszlo had been standing in.

Pressing himself against the brickwork, and lamenting the filth attaching itself to his coat, he relied once again on the Daleks narrow field of view.

"Doctor," Laszlo called him, his voice a whisper, and the Time Lord steeled himself before turning his head, "Doctor quickly..."

"I'm not coming," he told them, "I've got an idea. You go," he encouraged, ears listening for the Dalek led convoy approaching.

"Laszlo, come on..." Tallulah encouraged, tugging at the man's hand, and the Doctor turned his head away, back to the approaching Dalek and it's prisoners, tuning out the pair's whispered conversation.

The Doctor heard Tallulah's heels move down the tunnel, so he was surprised when Laszlo returned to his side, and spared the man a grateful glance for his help, but that was all he could offer as the Dalek rolled past the opening.

As before, every nerve in the Doctor's body stilled, and he stopped breathing until he was sure he hadn't been seen, but when he saw Martha he took one large step into the line behind her, Laszlo right beside him, and whispered a warning that he was there.

"Keep walking," he warned, as her head whipped round, and she quickly spun back to look where she was walking at his words. The Doctor watched her shoulders as she drew in a shuddering breath of relief, before redirecting his eyes to the Dalek at the head of the procession. He couldn't let it see him.

"Oh I am SO glad to see you," she whispered, her voice shaking and the Doctor pressed his lips together, wondering not for the first time, if his companions faith in him wasn't entirely misplaced.

"Yeah, well, you can kiss me later," he muttered, before remembering the soft glances she often shot him, and cleared his throat, raising his voice only a fraction to make sure the teen walking behind him could hear, before continuing, "You too, Frank, if you want."

He could hear the muffled laughter his words dragged from the teen, and some of his own panic fell away.

It wasn't a long walk through the tunnels until they came to an area that looked suspiciously like the foundations of a building. It had been fitted out with an expensive array of lab equipment, and the Doctor let his eyes rake over everything, seeking out anything he might be able to use against the Daleks, but finding nothing more interesting than the black smoking Daleks in the centre of the room.

"Report," the Dalek that had led them in called.

"Dalek Sec is in the final stage of evolution," came the response and the Doctor froze, tensing and eyes blazing as he realised that these weren't just any Daleks, they were the cult of Skaro. They had escaped the battle of Canary Wharf. They'd gotten out while Rose-"

"Scan him. Prepare for birth," the Dalek's words pulled his focus back to the present problem, and the Doctor's frown deepened.

"Evolution? Birth?" he muttered softly, and Martha turned to stare up at him.

"What's wrong with old Charlie boy over there?" she whispered, but the Doctor shook his head wondering exactly the same thing.

"Ask them," he told her, and her eyes widened, fear flooding her system, and the Doctor resisted the urge to wrinkle his nose as the taste of it in the air assaulted him.

"What? Me? Don't be daft," she hissed, almost angry and the Doctor sighed.

"I don't exactly want to get noticed," he whispered back, eyes still watching the Daleks as they argued, and Martha's jaw dropped.

"You think I do?" she responded and the Doctor risked taking his eyes from his surroundings to shoot her a glare. It had only been the previous day when he'd told her about the war, his planet, and she ducked her head suddenly realising what she'd said.

"Ask them what's going on. They won't see a human as a threat, they'll see no reason not to answer," he told her and she drew in a trembling breath and took a couple of steps forward.

The Doctor moved to stand were Frank was blocking the Dalek's view of him, and watched Martha carefully. He wouldn't let her get hurt if he could help it, but he needed answers now and from the looks of Dalek Sec, those answers were time sensitive.

"Daleks!" Martha shouted, and all three of them turned their eyestalks on her, "I demand to be told. What is this... Final Experiment?"

One of them approached her slowly, and the Doctor saw her panic as she shouted for the Dalek to "Report!", and as it came to a stop before her it began to answer her questions, and the Doctor wished he was standing close enough to feed Martha additional questions. The right questions.

"You will bear witness," the Dalek said, and Martha frowned, shaking her head in confusion.

"To what?"

"This is the dawn of a new age."

Martha began to turn her head to look at the Doctor for help, before remembering that the Daleks couldn't discover him, and continued her questions, voice trembling.

"What does that mean?"

"We are the only four Daleks in existence," the Dalek said, and the Doctor felt his mind flood with hope that his nightmare might be nearly over, "The species must evolve a life outside the shell. The children of Skaro must walk again."

Having said it's piece the Dalek reversed and joined its fellows as they spread themselves out evenly around the black Dalek who suddenly stopped shaking.

As the Doctor watched, eyes narrowed, he saw the light inside the eyestalk go out as the smoke stopped pouring out of the casing, dissipating slowly while the mechanical components seemed to shut down.

As it was programmed to do on shut down, the front of the casing opened, and what he saw inside made the Doctor hope and fear all over again, while Martha backed up until she was standing with her back against him.

"What... is it?" she asked, but no matter how many times he tried to speak past the lump in his throat, the Doctor found that for once, he was truly speechless. A moment later it didn't matter, because the new creature now standing before them had heard her, and it answered her question with a certainty and candidness that simply compounded the sheer terror rising through the room.

"I am a human Dalek. I am your future."


	10. The Most Vicious Creatures

Rose would never find out if the Torchwood teams quick assimilation of her choice was due to something Jack did or said, or if it was simply a result of them going home, cooling off and thinking about it logically.

Jack was denying all involvement, and she didn't want to rock the boat by questioning the others and so she left it alone and things swiftly returned to normal in the hub.

Ianto's early morning visits were coming less frequently, as did his nightmares, letting him sleep for longer more often and Rose began finding herself with spare time on her hands.

Used to waking early now, the time she had once spent asleep she now spent buried in Torchwood files, and by the time Jack came out of his room every morning she'd usually managed to pick out two or three potential cases for him to look over.

The damage to her shoulder healed quickly and it was around a week after the faeries incident before the bruise across her jaw was faint enough to hide with makeup, but the discolouration and pain along her ribs took longer to heal and Jack insisted she avoid driving until she could move without discomfort.

Said discomfort didn't stop the blonde from insisting she come along when the next serious case fell into their laps though, and although Jack argued with her for longer than she would have liked, Rose found herself in the back seat of a Torchwood SUV, watching grey skies and fields flying past them.

"I hate the countryside," Owen grumbled for around the third time in the last hour, the eighth since they'd left Cardiff central, and Rose turned her eyes from the landscape to grin at the look of utter disgust on the doctor's face.

"It's dirty, it's unhygienic... and what is that smell?" he demanded, and Rose couldn't stop the laugh that bubbled up at Gwen's dry answer.

"That would be grass," she told him, and he slumped in his seat.

"It's disgusting," he muttered, and Rose nudged him with her elbow.

"Look on the bright side, my fellow Londoner, at least we've not been road blocked by a herd of sheep yet," she teased, and he shot her an entirely unamused glare.

Just after lunch they saw a burger van parked on the side of the road, and Jack pulled over so they could grab something to eat and check the maps while stretching their legs.

While Owen paced the grass beside the road impatiently, and Ianto went to place their orders with the burger van, Rose hopped onto the car bonnet and watched Tosh and Gwen fight against the wind to spread out a large map of the local area.

"Seventeen disappearances within the last five months," Jack started, hands on his hips as he stared around the open countryside with a speculating look, "The police are clueless."

"Now there's a surprise," Owen grumbled, "No offence, PC Cooper!" he added, raising his hands in a conciliatory manner in Gwen's general direction and the woman just shook her head at his antics, grinning.

Ever since the doctor had heard about the location of their latest mystery, he'd done nothing but find things to complain about, and Owen was beginning to get on everyone's last nerve, but even so Rose could almost understand.

While she hadn't spent much time with the man since being released from his hawk-like care soon after her arrival, she'd seen enough as his patient to see exactly why he preferred working on the dead instead of the living.

Owen liked the clean clinical approach to medicine and as soon as you added sick or injured humans to that equation things became messy. All evidence to the contrary, Owen didn't like messy, so placing him in the middle of a field with no modern conveniences was probably not far from his worst nightmare.

Rose often found herself thinking the doctor would have been better suited to a hospital like the one she'd seen on New Earth, so she tried not to begrudge him his complaints.

"The last known whereabouts of each one is somewhere around here," Jack's voice interrupted her thoughts though and he'd approached the car, beginning to circle a small area on the map that Gwen and Tosh were still trying to hold flat, one edge of the paper trapped under the edge of Rose's leg.

"All within a twenty mile radius," Tosh noted, eyes scanning the area Jack had indicated and Gwen looked up from the map, glancing between Rose and Jack for her answers.

"Anything else linking them?"

They had all started looking to her on cases to some degree and Rose didn't quite know how to feel about the slow shift. The team seemed to see her and Jack in the same light, leaders, but Rose didn't have any intention of running this team, that was Jack's job and she intended to let him keep it.

It worried her though that they were starting to look to her as often as Jack for their orders, because at some point she was going to ask them to do one thing while Jack asked for something different, and then it became a matter of whose orders they decided to follow.

"None of the bodies have every been found," Jack answered Gwen after he waited a moment to see if Rose would reel off the information in the case file she'd compiled for the Captain, but when the blonde made no move to speak he filled in the rest of the team, "these people just fell off the radar. No patterns in age, sex, race... One minute they're here, the next pfft. Gone."

"The rift doesn't spread out this far, does it?" Gwen asked frowning and Jack shrugged.

"We can't be sure," Rose finally said, "We don't know enough about it to be sure... but we don't think so."

"It's increasing in activity all the time though," Jack added and Owen spun to face them at the end of another rotation of pacing.

"Oh come on," he cried, clearly frustrated, "aliens aren't gonna bother hanging around out here... Probably some sort of weird suicide club with people choosing the same spot to end it all... God knows, if I had to spend too long up here I'd want to top myself," he added miserably, and Rose couldn't help but offer him a reassuring grin.

"You may be right, but where're the bodies?" she asked, and since the doctor didn't have an answer, he went back to sulking and pacing, muttering under his breath.

"Here you go," Ianto cut in, handing the first burger to Owen who took it with the first grateful look he'd worn since they left Cardiff, and Ianto moved over to the car, handing out the rest of the orders, "Careful, they're hot," he warned, and Rose accepted the cheeseburger and tray of chips with an appreciative hum.

"You sure you don't want anything, Tosh?" Ianto asked, but the woman shook her head firmly.

"Really sure. A friend of mine caught hepatitis off a burger from one of these places," she told them all. Ianto's burger frozen on the way to his mouth, and Jack's got placed on the bonnet of the car. Gwen and Rose froze mid chew and the only person unaffected by the woman's admission was Owen, and then Rose started to laugh.

"We fight aliens for a living, I think my health's more at risk from that than a burger van," she said a moment later, and slowly Gwen continued her meal, but it seemed Ianto and Jack had been permanently deterred.

"We'll start with the most recent victim, Ellie Johnson. The last record we have is a recording of her making a phone call; she dropped out of signal mid-call, but the coverage map placed her somewhere about here," Jack told them, pointing at the map again, and they all stared at the location he indicated as they ate, "looks as good a place as any to set up camp."

Rose quickly swallowed her mouthful of food when she saw Owen freeze, mouth wrapped around his burger before he pulled it away sharply, his face stiffening into a disgusted glare as he turned his steely eyes on Jack.

"I'm sorry, did you say 'camp'?" the doctor asked, as though he didn't quite understand the meaning of the word, or hoped he didn't and Rose could see the glimmer of amusement in Jack's eyes as he turned to offer Owen a smile that drew a sneer from the doctor.

Her own eyes narrowed though and she glared at Jack, "you never mentioned camping," she told him, and his smile widened to a grin.

"Didn't I? Ah well, consider it an adventure," Rose shared a glance with Owen and despite her own distaste for the idea, the look of absolute horror on the doctor's face drew soft laughter from her that merely prompted Owen to ball up the tissue from around his burger and lob it at her head.

After lunch it only took another couple of hours driving to reach the area Ellie Johnson had gone missing in and it didn't take Jack long to select a site to set up camp, protected from the high winds by several steep hills on two sides, and a nearby patch of forest that would also provide firewood.

"What's the matter with a hotel?" Rose heard Owen ask Jack as they were pulling all their equipment out of the back of the SUV and she moved closer to listen to Jack's answer.

"People are going missing around here, do you really wanna stay in a place run by strangers?" he asked, and Rose glared at him again.

"Oh, because we're going to be so much safer out here," she interrupted sarcastically, and Owen flung an arm around her shoulders.

"Exactly, thank you Rose!"

She smirked up at him, "we Londoners have gotta stick together, yeah?" she offered hugging the man briefly before moving away to grab another crate of stuff as Jack sighed.

"No other race in the universe goes camping," he told them, "celebrate your own uniqueness." but Rose couldn't resist one last jab at the ex-time agent.

"Do you know why we're the only race in the universe to go camping?" she asked sweetly, batting her eyes innocently, her tongue creeping out the side of her mouth as she grinned at Jack and she watched wariness creep over his face, somehow knowing he wasn't going to like her answer.

"It's because it's shit, and the rest of the universe knows it," she told him, enjoying the snort of laughter her words drew from Owen, and the eye-roll she got from Jack as he ruffled her hair in retaliation.

"Just get your tent up," he told her, eyes glittering with well hidden amusement.

"What am I supposed to do with this?" Owen demanded of the open field, aiming a kick at his own pile of folded canvas, and Rose frowned down at her mess of parts, before shooting a pleading look at Jack.

"Do they come with instructions?" she asked, and after giving a loud and long suffering sigh the Captain moved to help her set up.

"Some of my pieces are missing!" she heard Owen shout and glanced over, but Ianto was already moving to help the doctor so she set to work, following Jack's instructions and feeling about a hundred galaxies out of her element.

It didn't take long for Gwen to start throwing around some 'classic camping games', which Rose thought sounded far too much like the girly sleepover's she'd been dragged to as a kid, but the woman was determined, even in the face of Owen's now foul mood.

Ianto had helped him for a while, but the doctor's frustration with the tent ended up with Ianto leaving him to it, so the only part the doctor had together was half the mental framework as he argued with Gwen.

"Oh, come on, it's just a bit of fun," she defended her newest game, eyes sparkling cheerfully, "Who was the last person you snogged?" she asked and Rose snorted in amusement before she started thinking about the question and her smile slipped.

It might sound like innocent fun to Gwen, but it was a loaded question, and she let her eyes close for a long moment, letting their bickering wash away the sudden pain in her chest.

 _Cassandra may have been in the driving seat, but the feel of his thick hair sliding between her fingers, still made her skin tingle._

 _The way his body had rocked towards her in response, even though the force Cassandra put behind the kiss should have pushed the Time Lord backwards..._

"You even sound like an eight year old, who the hell says snog?" Owen asked, clearly not interested in giving an actual answer, and Rose focussed on the conversation to push away the memories as Gwen continued pushing the 'game'.

"Mine was Rhys," she announced, and any other time Rose would have found the woman's happy marriage sweet, but she was trying not to let herself sink into memories of the Doctor, and she didn't mean the grumpy one still setting up his tent.

"Yeah, well that's a surprise," Owen muttered darkly, and Rose forced her eyes open when she felt someone come and stand beside her. Turning her head slightly, the brisk wind drying her unshed tears she found Ianto watching her carefully.

"You ok?" he asked, and she took a moment to consider his question, before offering him a sad smile.

"Probably about as well as you," she conceded, seeing the pain Gwen's game had brought up in his eyes and he nodded his acceptance at her words, offering the blonde a one armed hug before he moved back to the camp beds he'd been putting together.

"Your turn, Tosh!" Gwen announced cheerfully, and Rose watched the technician startle at suddenly being singled out.

"It's easy for you-" she protested, but Gwen just rolled her eyes.

"Oh come on, spill the beans!"

"Owen," Tosh said quickly, keeping her eyes on the kitchen supplies she was sorting. Rose could almost feel the startled silence, and she shot Jack a look to see if he was going to stop this game before they were all at each other's throats, but the man didn't even seem to be listening.

"Really?" Gwen asked, and Owen glared at Tosh.

"Tosh, love, in your dreams," he muttered, and the technician offered a tight smile, before taking a deep breath and expanding on her confession.

"Three am, Christmas Eve, in front of the millennium centre. Waiting for a cab. I had mistletoe."

"Christmas?" Owen all but demanded, "You've not had a snog since Christmas?" he asked, and Rose could see the embarrassment on Tosh's features so she drew the focus off the young woman.

"Who say's 'snog', Owen, you sound like you're eight," she teased, throwing his own words back at him as she came over and took a seat on one of the beds Ianto had put together for them to use as benches, grinning when he flipped her off and turning back to Tosh and Gwen.

"Lucky me, eh?" he offered, and Tosh smiled tightly, tucking her hair behind her ears before taking a seat next to Gwen.

"So, who was yours?" she asked, and Owen paused just long enough for Rose to suspect things were about to go sideways.

"Gwen, actually," the doctor said and Rose's eyes widened. She glanced over to the vehicle to see Jack suddenly watching them intently, and he met her concerned gaze with one of his own.

"When was this?" Tosh asked, and Rose wished she hadn't.

"It was complicated," Gwen defended quickly and Rose cleared her throat awkwardly.

"Didn't take you long to get your feet under the table..." the technician muttered, and Gwen's head whipped round to stare at her, her mouth falling open with a shocked "What?"

"So was it just a kiss, or-"

"Tosh, leave it," Rose warned, frowning at her and she saw Jack drop the paper's he'd been going over before coming over, ready to help her mediate what looked like it could quickly turn into a genuine fight.

"Jack," Owen said when the Captain took a seat, and Rose couldn't help but groan, somehow knowing where this was going.

"Are we including non-human lifeforms?" the man asked, and the mood lifted slightly.

"Oh you haven't!" Gwen said, looking to Rose for a denial, but she just shrugged, "Jack's never been what you'd call prejudiced," she offered, and Gwen's jaw dropped in shock as the Captain grinned across the table at the blonde.

"You're a sick man, Harkness, disgusting" Owen offered, shaking his head and Rose smiled.

"I never know when he's joking!" Gwen exclaimed, and Rose shook her head, "Assume he's never joking, and you won't be far wrong," she offered, and Jack laughed easily.

Rose grinned back at the Captain until she realised they were all looking at her and her smile slipped. She let her eyes lower to the table as she tried to prepare herself to talk about the Doctor with these people when she felt a light touch on her spine, and whipped her head round to stare at Ianto sitting beside her.

She knew, just from that hand on her back what he was about to do for her, and her eyes widened in surprise and awe and a deep gratefulness she didn't know how to express.

"It's my turn, is it?" he said, and everyone instantly sobered, "it was Lisa."

The silence was deafening, and Rose felt her heart break for him, and guilt welled up. The Doctor wasn't dead, and he was doing this for her so she took his hand in hers and squeezed.

"Ianto, I'm sorry-" Gwen said and he offered her a tight smile that didn't quite manage to reach his eyes.

"Sorry she's dead, or sorry you mentioned it?" he asked, and Gwen just shook her head, not knowing the right answer.

"I just... didn't think..." she tried and Ianto shook his head.

"You forgot," he corrected, but there was no judgement in his voice, just honesty and that seemed to almost hurt more.

Rose saw Jack turn a glare on Ianto and tightened her hold on the man's hand in silent support, before Owen broke the tense moment.

"We should get some firewood," he announced and Gwen leapt at the chance to escape.

"I'll give you a hand."

Tosh excused herself to play with her electronics leaving Rose, Ianto and Jack seated at the table, with Ianto staring down the his hand in Rose's grasp, and Jack's eyes boring into his skull.

"Ianto-"

"Thank you," Rose whispered, her soft words silencing Jack's anger instantly, and realisation flooded the Captain's face, his jaw tightening, "you didn't have to do that," Rose continued, and Ianto offered her a sad smile.

"Rose, they already know about Lisa... Whoever you were thinking about, you shouldn't have to share that just because they asked," he told her gently and Rose hugged the Welshman tightly.

"Still, thank you," she said again, before taking advantage of the team's distraction to hide out in her tent for a while and reign in her emotions.

* * *

In the time it had taken for the Dalek-Human hybrid to pull itself from the now obsolete Dalek casing and rise to stand on it's stolen feet, the Doctor let his horrified gaze rove over the new breed of Dalek and catalogue the various physical changes.

While the body was the rather familiar humanoid form of Mr Diagoras, the addition of Dalek DNA had warped the surface skin and turned dexterous finger into a parody of the tentacles the Daleks utilised to control their shells.

The brain was engorged and exposed, framed by whirls of bone where the human's skull had split to make room for the larger mass and there were more of the familiar tentacle like appendages hanging down either side of it's face.

The singular eye twitched and spun around the room as the Dalek acclimatised to organic sight, but there was no visible nose beneath it and a small part of the Doctor wondered if they had a sense of smell now, or if the lack of nose indicated a lack of that sense.

The newly formed Dalek was slow to speak, either a relic of their mechanical speech patterns or difficulty adjusting to the lips, teeth and tongue of it's new humanoid form, but the words it spoke were clear and articulate and absolutely something the Doctor could not allow to happen.

"These humans will become like me. Prepare them for hybridisation."

Before the New Dalek had even finished its order, the Doctor ducked behind Frank, and moved away from the group of humans while the Pigmen advanced on them. He quickly, cautiously, moved closer to the Daleks by keeping the lab equipment between him and them, mind already planning his next move.

He had his arm sunk up to his elbow in his bigger-on-the-inside-pockets when he heard Martha start to scream, a perfectly reasonable level of panic considering the situation, he conceded, but he had to force himself to ignore her for a moment as he pulled out the small radio Solomon had found for him. With some quick jiggery-pokery and the sonic screwdriver, the small device began playing a music station, the musical notes filling the air and halting the removal of the humans.

He could hear all the movement in the room stop as everyone began looking for the source of the music, and he let himself pause for a moment. Facing Daleks was never easy for him, and these were the Cult of Skaro, these were the reason he lost Rose, but staying in control was the only way he'd get Martha out alive.

"What is that sound?!" Dalek Sec demanded, and the Doctor released the breath he'd been holding, and stepped into view.

"Ah... well now, that would be me," he admitted, turning the dial on the radio to the off position and placing it carefully on the nearest surface before focussing on Dalek Sec, hands sliding into his pockets as he continued, "Hello, surprise, boo... Etcetera..."

He couldn't quite manage to inject the same level of manic cheerfulness into his voice as he'd wanted to, his wounds too close to the surface and his fury too close to breaking free.

"Doctor," Sec named him as he came to a stop facing the new breed. The Doctor held his gaze even as the other Daleks began their information exchange.

"The enemy of the Daleks."

"Exterminate!"

The Doctor's frame tensed, his head tilting back slightly in a movement of disgust, rage and unwavering acceptance of the fact that he might very well be about to die as he stared down the Dalek that had shouted for his death.

"Wait!" Sec commanded, and the other Dalek's seemed to freeze in shock or surprise. The command had the Doctor's eyes moving back to Sec as well, but he barely paused, not willing to waste the time that Sec's command had bought him.

"Well then," he said simply, taking a few steps and crossing the small distance between Sec and himself until he was close enough to touch the hybrid before him, "a new form of Dalek. Fascinating... and very clever," he admitted, his mind beginning to wonder what the addition of human DNA would do to these Daleks, his mind on the changes Rose's mere touch had wrought on the Dalek in Van Statten's basement.

"The Cult of Skaro escaped your slaughter," Dalek Sec announced, and the Doctor felt his jaw clench, but there was no use arguing semantics with the creature.

"How did you end up in 1930?" he asked, eyes narrowing with anger and frustration, and just a hint of morbid curiosity that he couldn't quite stifle.

"Emergency temporal shift," Sec answered him and the Doctor couldn't have smothered his surprised laughter if he'd wanted to, eyebrows shooting into his hairline as dry chuckles escaped him and he stared around at the other three Daleks

"Oh ho ho! That must have roasted up your power cells, yeah?" he asked, grinning as he turned his back on Sec and moved closer to the two Daleks behind him, eyes darkening as he taunted them. An emergency temporal shift would explain the vortex readings the Tardis had discovered.

"Time was... four Daleks? Could have conquered the world," his delight in their predicament was rolling off him in waves as he continued to point out to the most arrogant race in the cosmos that they were living like sewer rats, "but instead you're skulking away... hidden in the dark... experimenting..." he reeled off, making a show of studying to room intently, with clear disdain written across his features.

"All of which results in you," he finished, looking the new hybrid up and down, giving the appearance of being distinctly unimpressed. He wished he was but truly what the Daleks had accomplished was brilliant, no matter how terrifying.

"I am Dalek in human form!" Sec told him, and the Doctor suspected he was supposed to react to that announcement. His love of humans was well known amongst the Dalek forces so he kept his features carefully still. Standing sideways on to Dalek Sec, he pressed his lips together tightly for a long moment, frowning with eyes narrowed, a sharp calculating look pinned Sec in place for a moment and then another before the Doctor spoke again.

His tone was like dark velvet, his question quiet and soft and deadly, and he could feel the storm rolling through his mind, screaming that he bring destruction to these monstrosities.

"But what does it feel like?"

The Dalek seemed confused by the question and it said nothing, it's head tentacles twitching and shifting in response, but it didn't speak and the Doctor moved towards him again, coming to a stop directly in front of the Dalek and studying it's features intently.

"You can talk to me Dalek Sec, it is Dalek Sec, isn't it? That's your name?" he asked, "You've got a name and a mind of your own," the Doctor taunted, feeling like he was poking a snake with a stick, "Tell me what you're thinking right now."

Part of him wanted a repeat of the Dalek that Rose had changed, but there was a larger part that wanted Sec to prove him right, to prove that the Daleks were beyond saving, to give the Doctor the smallest reason to obliterate them.

"I feel... humanity," Sec answered slowly and the Doctor nodded in response, even as the Dalek turned his back.

"Good, that's good..." he said slowly, and against his better judgement he could feel the familiar flicker of hope igniting in his hearts, and desperately tried to stamp it out. The universe wasn't that kind to him.

"I feel... everything we wanted from mankind," Sec continued though, and the hope died without the Doctor's help, his eyebrows pulling into a frown all over again when Sec turned back to him, eye narrowed in familiar Dalek rage, "Ambition, hatred, aggression and war... such genius for war!" Dalek Sec announced, hands tightening into fist's and the Doctor shook his head.

"No, that's not what humanity means," he tried to argue. Surrounded by three Daleks and the new hybrid perhaps this shouldn't have been the outcome part of him had been hoping for, even if it was the one he'd expected, but Dalek Sec cut off his argument, his decision made, and the Doctor released a mental sigh at the failure, once more, to save them from themselves.

"I think it does! At heart this species is so very Dalek!"

"Oh right, so what have you achieved then, with this Final Experiment, eh? Nothing!" he snapped, angry and disappointed, sad and resigned all at once, his emotions a tornado to accompany the storm, "'cause I can show you what you're missing with this thing," he continued softly, pointing at each Dalek in turn, and taking a dark pleasure in watching each of them reel back from him instinctively, "a simple little radio."

"What is the purpose of that device," one of the Daleks demanded, and he barely managed to avoid rolling his eyes, knowing that now he didn't dare stop watching the monsters from his nightmares, but what he couldn't hold back was the dark sarcasm that erupted from his unstoppable gob.

"Well, exactly; It plays music. What's the point of that?" he all but sneered, pausing before he continued in a pointless attempt to explain music to a species with no emotions.

"Oh, with music... you can dance to it," he told them, remembering spinning Rose around the console room while Jack watched, laughing, "sing with it," he continued, remembering Rose humming songs in the kitchen as she cooked breakfast, and the Doctor had to pause a moment to swallow down the burning hate for these creatures that was sitting in his chest.

"Fall in love to it," he added, his voice soft as images of Rose in that pink dress swam before him, her arms around his waist as they swayed gently to the music playing at the Queen's coronation street-party. While everyone around them celebrated the coronation, they were celebrating being alive, together, hands entwined once more.

The feel of her hand sliding into his gave him strength, and he let his suddenly warm fingers slip into his pockets as he turned his now determined gaze back on Sec, and grasped his sonic screwdriver hidden inside his coat.

"Unless you're a Dalek of course, then it's all just **noise**!"

In an instant he created a feedback loop on the radio and Dalek Sec and Pigmen reeled back in pain as the high pitched sound ricocheted around the room. He thought for one terrifying moment that the other three Daleks might be a problem, but they began reversing away from the Doctor, placing themselves between the incapacitated Sec and the Doctor.

"Protect the hybrid!" they called to each other and the Doctor made the most of the confusion, turning to the terrified humans and ordering them to "Run!"

He made sure Martha and Frank were some of the first out, and brought up the rear forcing them all to move faster as they moved back into the maze of sewer tunnels.

They ran through the tunnels, the Doctor directing them from the rear and encouraging them to keep the speed up. When the humans began to slow, hesitating at turns, he ploughed ahead taking the lead while shouting for them to keep moving. They stumbled over Tallulah, lost in the warren of passages, and grabbed her, pulling the show girl along with them, and even when the group found an access ladder and returned to the surface, the Doctor wouldn't let them stop running.

Together they ran through Manhattan and through central park, only slowing down within sight of Hooverville, the Doctor only letting them stop to rest once he was able to find and speak with Solomon, desperate to save as many of the people in the park as he could.

With the help of Frank he tried to explain to Solomon just how dangerous the Dalek's were, but he knew that it was difficult for humans to comprehend such a creature without seeing them.

"These Daleks, they sound like the stuff of nightmares... and they want to breed?" Solomon asked, and the Doctor crossed his arms over his chest uneasily, trying to ignore the gun the man had resting against his shoulder.

"They're splicing themselves onto human bodies, and if I'm right, they've got a farm of breeding stock right here in Hooverville," the Doctor warned, keeping his voice low and quiet to avoid a panic or an all out riot. Most of the men were armed with weapons now and the last thing he needed on top of the Daleks were humans with guns panicking, "you've got to get everyone out."

"Hooverville's the lowest place a man can fall, there's nowhere else to go," Solomon argued and the Doctor sighed. He knew that, but they couldn't stay either.

"I'm sorry, Solomon, but you've got to scatter. Go anywhere, down to the railroads, travel across state, just get out of New York" he pleaded, still trying to keep his voice low while impressing upon the man the urgency, but the human wasn't thinking like a Dalek and Solomon shook his head in disbelief.

"There's got to be a way to reason with these things," he continued to protest and the Doctor resisted the urge to growl. If it had been any other species in the universe, he might have agreed.

"There's not a chance," Martha offered, her voice dark as she sat beside Tallulah at the campfire, arms wrapped around herself from either the cold or the still clinging fear the Doctor could see in her eyes and Frank stood to back up both the Doctor and Martha.

"You ain't seen 'em, boss," he confirmed, shaking his head in denial of Solomon's hope.

"Daleks are bad enough at any time, but right now they're vulnerable... and that makes them more dangerous than ever," he whispered, eyes boring into Solomon's and he could see the hesitation there and knew he had to drive his point home if he had any chance of saving these people.

"Think... think... think of an animal, right? a... a wolf," he swallowed hard, but forced himself to continue, "A wolf's dangerous, but it won't attack a man with a gun because it knows it might come away worse off... but if you corner that wolf, make it vulnerable? You give it no choice but to fight, and fight that much more fiercely than before. By making it vulnerable, you make it a thousand times more dangerous."

Before Solomon could respond they hear a sentry whistle, and then a voice shouting warnings, and the Doctor felt his skin begin to crawl.

"A sentry. He must have seen something," Solomon murmured, and as the sentry ran through Hooverville shouting, the panic began to build, and the Doctor's face hardened. They were too late.

"It's started," he said. He saw Solomon look at him, fear in his eyes now and the man immediately began issuing orders.

"We're under attack! Everyone to arms!"

Frank grabbed up a weapon, his face a mask of determination and fear, but many ran.

"Come back! We've got to stick together! It's not safe out there! Come back!" Solomon continued shouting, but the Doctor couldn't help but believe that the ones who were running were the smart ones. He wished he could join them as Martha moved to stand beside him, and he glanced down at her.

"We need to get out of the park," she almost seemed to beg, but he shook his head, shouting over the screams surrounding them.

"We can't! They're on all sides. They're driving everyone back to us!" he told her. He could hear her quickened breathing and rapid heart rate and placed a reassuring hand on her shoulder, not that it did any good when Tallulah suddenly started wailing as well.

"We're trapped!"

"The we stand together," Solomon told her, voice firm, "Gather round, everybody come to me. You there, Jethro, Harry, Seamus, stay together!"

The men formed a circle, Martha, Tallulah and the Doctor in the centre, as well as those who'd not had time to grab a gun of their own.

"They can't take all of us," Solomon ground out, and the Doctor had the urge to correct his assumption, but the sounds of gunfire stilled his tongue as the bullets began flying at the surrounding pigmen.

"If we can just hold them off till daylight," Martha gasped, desperately looking for any ray of hope to cling to, and the Doctor felt a wave of sadness crash over him as he obliterated that small hope.

"Oh Martha, these are just the foot soldiers," he told her softly, eyes fixed on the skyline as she turned and whimpered in fear.

"Oh my God."

Hovering in the sky above them was one of the Daleks, and all the Doctor could think about was where the others might be.

"What in this world is that?" Solomon demanded as the Doctor racked his mind for some way out.

"It's the devil! A devil in the sky! God save us all, it's damnation!" someone started yelling, and the adrenaline jumped through the Time Lord's system when he saw Frank raise his gun.

"Oh yeah? We'll see about that!" the teen got off one shot from his rifle before the Doctor could reach him and push the weapon to the ground.

"That's not going to work," he growled, even as Frank stared at the way the bullet had bounced off the Dalek's casing.

"There's more than one of them," Martha whispered in his ear, her hands clinging to the sleeve of his coat, and the Doctor swallowed a sharp 'I know' as a second Dalek flew up to the first and began firing its weapon around the Hooverville camp.

As the humans ducked flying debris and cowered down in fear, the Doctor stayed still, head whipping around to study the destruction, his wide eyes following the two Daleks as he processed their attack pattern.

"They're not shooting us," he muttered to himself, and shook his head. He'd been right, the residents of Hooverville were the second batch of hybrids. The more the Daleks could keep alive the better their plan went.

"The humans will surrender!" the first Dalek called out, and the Doctor felt his control snap.

"Leave them alone, they've done nothing to you!" he shouted, even though he knew his words would be meaningless to the monsters above them. He was pinning all his hope on the human-dalek hybrid he was certain was observing back in that lab.

The weapons fire stopped at his words, but he didn't have time to wonder why because a movement beside him caught his eye, and when he turned it was to see Solomon slowly lowering his gun, fingers flexing around it nervously, and step forward.

"No! Solomon!" The Doctor launched at him and grabbed him by the arm, attempting to pull away, "Stay back!"

"I'm told that I'm addressing the Daleks, is that right?" the man shouted up to the aliens hovering above him as the second Dalek returned to the first one's side, ignoring the Doctor still grasping hold of his arm, "from what I hear, you're outcast's too!"

The Doctor's anger was bubbling away just under his skin and he couldn't quite believe the compassion of humanity, even when it was staring him in the face, "Solomon, don't," he pleaded softly, Rose's voice in his ears.

 _"Look at it."_

 _"What's it doing?"_

 _"It's the sunlight, that's all it wants..."_

Oh he'd had such hopes for Dalek Sec once the humanity had been introduced to its biology, but all it had done was prove that Rose's DNA had been superior in changing the Dalek instincts.

"Doctor, this is my township," Solomon told him, his words breaking through the memory, "You will respect my authority."

He released the man's arm, partly from shock, and Solomon's hand on his chest pushed him away a step or two, even as he shook his head.

"Just let me try..." Solomon turned away from the Doctor, and all he could do was watch and bear witness to what were probably going to be the man's final words.

"Dalek's, ain't we the same? Underneath, ain't we all kin?" Slowly Solomon lowered his gun to the ground, but his eyes stayed on the monsters in the sky, as though that would do him any good at all.

"Right, see... I've discovered this past day that God's universe is a thousand times the size I thought it was... and that scares me, oh yeah! Terrifies me right down to the bone!"

The Doctor glanced up at the Daleks, and he wondered why Solomon wasn't dead yet and frowned. Was is still possible that Sec might be changing? The Dalek in Van Statten's basement hadn't changed instantly, after all, and once more he could feel the flutter of hope in his chest, even as his fear tried to smother it.

"But surely it's got to give me hope..." Solomon continued, voice strong, "hope that, maybe together, we can make a better tomorrow... so I, I beg you now, if you have any compassion in your hearts then you'll meet with us and stop this fight."

The was a pause, a moment of silence as everyone waited for the Dalek's to speak, but when the people behind Solomon began to shift in fear, the man they'd all elected as their leader prompted the creatures above him.

"Well? What do you say?"

The Doctor turned his eyes from Solomon back up to the sky, only to hear the word that ran through his nightmares.

"Ex-Ter-Min-Ate!"

The ringing sound of the Dalek's weapon, Solomon's scream of agony, Frank's shout of denial, and Martha's shock all washed over the Doctor, and he wondered what the point of it all was.

He was the last Time Lord, the very last and the Daleks just kept on going. Kept resurfacing, unending. Rose had absorbed the Time Vortex to end the war, and they kept on coming. She'd been sucked towards the void and trapped in a parallel world in an attempt to obliterate the Daleks, but these four had survived. Four against his one, still they outnumbered him, so what had he done to make a difference against them?

He'd destroyed his whole planet, committed genocide, and still the Dalek's survived and he could feel madness stroking the edges of his mind.

"Daleks," the Doctor breathed, a curse upon his tongue and he turned eyes blackened with fury on the monsters above him before striding forward.

"Alright, so it's my turn!" he shouted, the sounds of the terrified humans behind him urging him ever onward, "then kill me! Kill me if it'll stop you attacking these people!"

He knew it wouldn't put a stop to the Dalek's, his death, but he didn't think he could stand to watch them destroy another world that he loved. Oblivion would be better than that.

"I will be the destroyer of our greatest enemy!" the Dalek that had murdered Solomon cried and the Doctor's lips peeled back into a snarl of fury and pain and he flung his arms out to his sides, presenting his body as a target and mentally begging Rose to forgive him.

"Then do it! Do it! Just do it! Do it!" he screamed, tired of fighting, tired of struggling to escape their guns, tired of losing everything to the monsters that hunted him. Just tired and angry, hurt and broken.

"Exterminate!" came the sound of his ending, but there was no bolt of energy, so sound of the Dalek firing and the Doctor stood before it, panting with unrestrained despair and anger, waiting for death and beginning to suspect that simply because he'd finally succumb to that desire meant that the universe was going to steal that from him too.

But no, because all a Dalek was made for was killing, and he'd just offered them the greatest prize in the universe on a silver platter.

"I do not understand. It is the Doctor." the Dalek said, and the Doctor frowned. Was its database malfunctioning? Slowly his arms lowered and he stared up in confusion, dark eyes wide.

"The urge to kill is too strong!"

Another pause, another moment of silence where time seemed to stand still, despite the Time Lord knowing otherwise, and then the Dalek's reluctant surrender.

"I... Obey..."

"What's going on?" The Doctor demanded, terrified to hope, terrified not to, shame beginning to well up in his mind as he realised what he'd been about to let them do.

"You will follow," the Dalek ordered, and he could feel shock clawing at his mind now as well, but Martha's shout drew his attention as she ran stand as close to his side as she dared, stopping only when she couldn't bring herself to move any closer to the Dalek's in the sky.

"No! You can't go," she begged, and he pressed his lips together as his mind spun and turned to the woman.

"I've gotta go," he whispered frantically, trying not to let her terrified expression sway him, "The Dalek's just changed their minds. Dalek's never change their minds," he wanted to explain, but knew there wasn't enough time.

"But what about us?" she asked, and he let his eyes skip over the Hooverville citizens. He knew that's not entirely what she meant. If he died she'd never get home, never see her family again, but the Dalek's pending invasion was bigger than her so he turned back to the Dalek who'd issued the order.

"One condition!" he called up, "If I come with you, you spare the lives of everyone here, do you hear me?" he warned, waiting to see just how far the Dalek's were willing to bend for an audience with him.

"The humans will be spared. Doctor, follow." the Dalek ordered again, and he could feel his eyes widen in genuine surprise.

"Then I'm coming with you," Martha insisted, finally moving to stand beside him, but he had plans inside plans beginning to weave their way through his mind again now, and turned his eyes on her.

"Martha, stay here. Do what you do best, people are hurt and you can help them... let me go," he told her before moving to follow the Dalek's. One of those plans swirling in his mind sparked though, and he spun on his heel to face his companion again, moving back towards her with forced nonchalance.

"Oh... and, can I just say... Thank you very much," he grasped her hand tightly, slipping the psychic paper to her and shooting her a quick wink, before moving away. His mind was too much a storm to leave her instructions on the psychic paper and all he could hope was that she was able to figure it out herself.

* * *

Rose had been dragged out of her tent by Jack's shouts after getting a phone call from Owen and Gwen about a body they'd stumbled over while collecting firewood.

"Apparently, they saw someone watching them, and when they tried to find out who it was, they found a body instead," Jack explained as the rest of them moved up into the woods to look for Gwen and Owen, all of them with their weapons ready.

A few shouts and another phone call later, they found the other two team mates and the pile of bloody bones that had once been a person. Rose handed Owen his medical kit silently, while Tosh and Ianto cordoned off the area with bright yellow police tape.

Considering how little there was left, it didn't take Owen long to examine the remains once he had his equipment bag and a set of gloves, and he sighed as he crouched beside the mangled mess.

"Well, it's not Ellie Johnson, that's for sure," he told them, and Rose moved to stand closer as she listened to his analysis.

"This is a male, late forties, fifties... Wasn't killed here, no blood spatter or signs of a struggle... Must have been brought here after he died."

"Why do that? It's not like they've tried to bury him here," Gwen asked and Rose tipped her head as she considered the marks on the body.

"Maybe you disturbed them and they ran away?" Tosh suggested, and Rose shook her head.

"Possible, but unlikely... whatever did this probably wouldn't need to run," she mused softly, and crouched beside the bones.

"Or maybe it's a warning," Ianto offered, "Whoever's responsible, marking out their territory and Rose pressed her lips together in thought.

"More likely," she conceded, "but I'd have expected more bodies to be found if this was a territorial display."

Jack knelt beside her, his own brow furrowed in thought as they studied what they had and tried to find a reasoning behind it that made sense.

"Cause of death?" Jack asked and Owen shrugged.

"It's impossible to say, the body's been stripped of flesh and bodily organs so what is left amounts to nothing more than a carcass."

"Could the Weevils come out this far?" Tosh asked, and Jack shook his head.

"No, Weevil's don't finish off their victim's like this,"

"And besides, there'd be teeth marks on the bones from the initial bites," Rose added, before pointing, "There's no sign of that, the bones are smooth," and Owen nodded his agreement, before freezing.

Every head whipped around, all of them heard the sound of a car engine, and Rose's eyes widened as she stood and spun to stare at Jack, hoping he'd tell her she was wrong.

"Is that ours?" Gwen asked and Jack cursed softly as he started running, Rose and the rest following swiftly.

By the time they reach the small valley they'd set up in, whoever was in the vehicle had managed to destroy everything from the tables and boxes, to the tents they'd spent several hours setting up.

Jack let loose a shout of frustration as they ran across the grass, and Rose came to a stop as the SUV sped up and pulled away from the campsite.

Her gun was in her hand a moment later and she sent off a couple of rounds aimed at the tires, but missed each time, lowering her weapon with a curse but not wasting any more bullets, she ran a hand through her hair in frustration.

"Who had the key's last?" she called back at the others, and there was a moment of silence before Owen cleared his throat.

"I'm sorry," he offered and Tosh let loose a humourless laugh.

"Alright, let's see what we can salvage before it gets dark," Jack called, and everyone moved to the wrecked tents, while Tosh quietly laid into Owen.

It didn't take long for the man's patience to run out though, and his raised voice drew Rose's attention.

"All right, I've said I'm sorry!" he growled, and Tosh spun on him as Rose narrowed her eyes. The woman had been spoiling for an argument ever since she found out Owen and Gwen had shared a kiss.

While Rose couldn't say she approved of the woman, who had a partner waiting for her at home, kissing Owen, ultimately it was none of her business.

"Basic security protocols, Owen", Tosh growled at him, gesturing wildly, and Rose sat back on her heels from where she'd been crouched searching through several broken items.

"Oh get off your high horse Tosh, I was carrying that stupid gear," Owen tried again, and Rose could see the guilt shifting into defensiveness and stood, brushing the dirt from her jeans as she made her way over to the pair.

"What, the whole time?"

"And then I was trying to put that bloody tent up... and then, well yeah, I sort of forgot I'd left them in there, but I'm sorry. I'm human, I ballsed up!" Owen growled as Rose reached them.

"That's enough, it was a mistake, and there's nothing we can do about it right now," she told them, before shaking her head as Tosh opened her mouth to continue berating the doctor, "Let it go, Tosh," Rose told her, a hand on the woman's arm before she turned with a huff and continued scavenging for undamaged equipment.

"Look, Owen, don't beat yourself up over it, it could have happened to any of us," Rose said, but he just glared at her.

"But it didn't," he muttered quietly, and Rose blinked before offering him a small reassuring smile.

"I once let an alien blackmail me into giving them access to the Torchwood weapons store," she told him, her voice equally quiet and he glanced up at her surprised and she just shrugged, "I'm only human, as you said... we all make mistakes Owen, all you can do is learn from them," she offered.

Jack waited until Rose left Owen to return to scavenging before he voiced his thoughts, "Looks like the body wasn't so much a warning as a distraction," he called and Rose nodded as she moved to stand between him and Gwen.

"Looks like, and that's particularly worrying," she replied as Gwen jumped in.

"That means we've been watched since we arrived," the woman said and Rose nodded.

"Yes... it also means that whatever we're dealing with is smart, and humanoid in form... It's been watching us, analysing... it planned and executed a very effective distraction to get us away from camp, and it managed to drive our car away, so it's familiar with earth technology," Rose summed up, shaking her head before letting her eyes meet Jacks, "I don't like any of this Jack, we can't rule out that there's more than one," she told him and he nodded his agreement.

"Tosh, can you get a tracking signal?" he asked, but it was Ianto who answered him.

"Already done, I took the liberty... It's currently three point four miles west from here," he told them, and Owen grunted a soft sound of complaint.

"Probably gunning at ninety, no doubt, you steal a piece of equipment like that, you drive straight till morning," he muttered and Rose frowned, brushing her windblown hair out of her face.

"You think it's running?" she asked, but before Owen could answer Ianto cut in quickly.

"Actually, no... It's been stationary for the past four minutes... I'd go so far as to say it was parked."

Gwen brought their map over, and studied it for a moment as everyone waited, before she sighed.

"There's a small village in that area, other than that, nothing for thirty miles."

"Call me suspicious, but this has all the hallmarks of a trap," Tosh said and Jack couldn't help but smile.

"Yeah, I was just thinking the same thing," he admitted, and Rose shook her head.

"Everything about this stinks, Jack," she warned, and he nodded before answering.

"Yeah... Anyone fancy a walk?"

Eventually they came within sight of the village and stopped long enough to catch their breath and study the surrounding landscape. They were all but certain they were walking into a trap, so it didn't do any harm to take a few minutes of preparation.

"Why would anyone wanna live out here?" Owen asked, staring at the row of terraced houses, and shaking his head.

"Has the car moved?" Jack asked Ianto and they both peered at the small screen before the Welshman answered.

"No. Not for a hour now." he confirmed, checking his watch to be sure, and Rose bit her lip before making a quick check of her weapon.

"Well, we're not going to find anything out standing around here," she said, and checked the overcast sky above them, "and it'll be getting dark soon... worst case scenario, at least we can find somewhere to hole up for the night, the last thing we wanna be is out in the open."

They'd been watched all day, and their vehicle was being used as bait. They decided there was no point in trying to sneak up on the village and the Torchwood team made no attempt to hide their approach.

When they reached the outskirts of the village though there wasn't a soul to be found, and what Rose found most disturbing was the lack of birdsong. It was like everything natural knew there was some evil here that it needed to avoid and she shivered, fighting the urge to shove her hands into her pockets as she watched Jack mentally plot their next move.

"Tosh, Ianto, follow that signal, see if you can find the vehicle," he decided after a moment before turning on the rest of them, "You three, you're with me... Let's see if there's any room at the inn."

Rose eyed the building for a moment before nodding, "At the very least there should be plenty of furniture was can use to barricade the doors for the night," she agree, and moved to follow him inside checking her gun as she went, Gwen and Owen close behind her.

* * *

Between Hooverville and the Dalek's base the Doctor's fury at the pointless loss of life had once again overtaken his curiosity for this new hybrid life form, and as he was led into the laboratory, his eyes landing once more on Dalek Sec, he couldn't seem to stop the angry words pouring from his lips.

"Those people were defenceless!" he shouted, and the hybrid turned to face him as the Doctor stalked towards him, "you only wanted me! But no, that wasn't enough for you, you had to start killing!" he spat, leaning his weight into the balls of his feet, his hands clenched into fists and he trembled with rage, "'cause that's the only thing a Dalek's good for!"

"The deaths... were wrong."

Just like that the Doctor's world turned on it's axis. He stared at Dalek Sec, his eyebrows raising in pure shock as took several deep breaths, recovering from his tirade.

"I'm sorry?" he demanded, confusion filling his voice now as he tried to make the words fit with all previous known facts, but a Dalek believing that deaths, any deaths, were wrong? There was no precedent for that.

"That man, their leader, Solomon... He showed courage." Dalek Sec explained, but it made the whole scenario about as clear as mud.

"And that's good?" the Doctor couldn't help but ask, still shocked that this hybrid seemed to be a little less... Dalek, than before.

"That's excellent!"

The Doctor frowned, and he could feel himself starting to stare so let his mouth run instead, hands sliding into his pockets.

"Is it just me, or are you becoming just a little bit more... human," he only half asked. He didn't need an answer, it was clear to him that the creature before him was less Dalek than when he'd woken, and in the same way that the human race spread itself across the universe, one of the most compatible species for cross-breeding, the human DNA was spreading through Sec and changing him, even now, after he should have stabilised.

"You are the last of your kind, and I am the first of mine," Sec replied, skirting the Doctor's analysis carefully and he narrowed his eyes at Sec.

"What do you want me for?" he asked instead. If it wasn't to kill him then the creature before him must have something else in mind.

"We tried everything to survive when we found ourselves stranded in this ignorant age. First we tried growing new Dalek embryos, but their flesh was too weak," Sec explained moving over to the lab equipment and the Doctor's eyes darkened again as he crossed his arms, glaring around the room.

"Yeah, I found one of your experiments," he growled, "Just left to die out there, in the dark," He knew his moods were becoming more mercurial, and he also knew that he needed to do some serious maintenance on his telepathic barriers, but now wasn't the time.

"It forced us to conclude what is the greatest resource of this planet; It's people," Sec continued, before flipping a power switch and the dark space above them lit up, revealing tray after tray, rack after rack of what the Doctor hoped were not the bodies they looked like.

Sec flipped another switch though and one of the racks lowered, letting the Doctor approached it slowly, with the Dalek hybrid moving to stand opposite him, the fabric cocoon suspended between them.

"We stole them. We stole human beings for our purpose. Look inside." Sec invited, gesturing to the cocooned body and the Doctor glared at him a moment before pulling away the fabric wrapping with gentle respect, surprised that his hands were no longer shaking, to reveal a man.

The body showed no signs of decomposition, and it held no scent of death and the Doctor frowned down as Sec continued to speak.

"This is the true extent of the Final Experiment."

"Is he dead?" the Doctor asked, all signs pointed to no, but he could detect no signs of life either.

"Near death," Sec explained, "With his mind wiped, ready to be filled with new idea's."

"Dalek idea's," the Doctor muttered, disgust welling up in him all over again.

"The Human Dalek race," Sec corrected, his own voice almost gentle, and the Doctor shook his head, feeling ill.

"All these people. How many?" he demanded softly, how many would he have to fight if the Dalek's succeeded here. How much fresh blood was staining his hands because he'd failed to stop them at Canary Wharf?

"We have caverns beyond this storing more than a thousand," and the Doctor's gaze lowered from the space above to stare at Sec, horrified.

"Is there any way to restore them? Make them human again?" he asked, although he already suspected the answer that Sec gave.

"Everything they were has been lost."

"So they're like shell's," the Doctor exclaimed, "Like your previous casing... You've got empty human beings ready to be converted..." he paused before raising his eyebrows, halfway between incredulous and taunting, "That's going to take a hell of a lot of power, this planet hasn't even split the atom yet, how're you going to do it?" he asked, wondering just how much information they were going to give him before he became a liability.

"Open the conductor plan," Sec ordered the Daleks, moving back across the room and away from the human shell.

Any more of a liability, the Doctor mentally corrected himself, praying Martha had figured out what to do with the psychic paper as he followed Sec to examine the plans the Daleks had brought up onto a large screen.

"Yeah, yeah, yeah, yeah, the Empire State Building, we're right underneath it, I worked that out already, thanks... But, what? You've hijacked the whole building?" he asked, glancing between the plans and Sec, still missing crucial information.

"We needed an energy conductor," Sec explain and the Doctor sighed, he might be a human-dalek hybrid but getting information was still like pulling teeth.

"What for?"

"I am the genetic template. My altered DNA was to be administered to each human body. A strong enough blast of gamma radiation can splice the Dalek and Human genetic codes and waken each body from it's sleep," Sec explained, and the Doctor found he had to swallow hard at the thought of over a thousand bodies waking up with the minds of Daleks.

"Gamma radiation? What are you-Oh..." he breathed, the pieces suddenly beginning to fall into place, "The sun. You're using the sun," he ran through dates and times and universal alignments in his head as he spoke, "and I'd say the planet's due for a solar flare pretty soon, am I right?"

"The greatest solar flare for a thousand years will hit the Earth," Sec confirmed, "Gamma radiation will be drawn to the energy conductor and when it strikes-"

"The army wakes," the Doctor finished, voice dark, "I still don't know what you need me for," he added, jaw tight.

"Your genius."

The Doctor raised his eyebrows, not entirely sure whether he should be flattered or deeply concerned at Dalek Sec's praise.

"Consider a pure Dalek; Intelligent but emotionless," Sec tried to explain and the Doctor frowned.

"Removing the emotion makes you stronger," the Doctor quoted, remembering how many time he'd heard that from Daleks, from Davos... Even from Cybermen, "That's what your creator thought, all those years ago," the Doctor reminded him, the irony not failing to bring a hysterical giggle to his throat, but the Doctor forced it back.

"He was wrong."

At those three words the Doctor stilled, and he was certain his hearts stopped beating for a moment before they started again, thundering in his ears, making him sure he'd misheard. Maybe he'd finally gone insane.

"He was what?" the Doctor asked, honestly unable to believe that the words he thought he'd heard had come out of the mouth of anything even distantly related to a Dalek.

"It makes us lesser than our enemies. We must return to the flesh, and also the heart," Sec declared, and the Doctor could only blink at him for a moment, nonplussed, as the rest of the lab fell away.

"But... you wouldn't be the supreme beings any more..."

The words came from him but he didn't quite understand why he was arguing with Sec. The voice in his mind told him he had to be sure this wasn't a trick or a ploy to have him aid them in their invasion of the Earth.

"And that is good," Sec said, and the Doctor almost choked on his tongue.

"That is incorrect," came the mechanical voice from one of the Dalek's still encased inside their shells.

"Daleks are supreme," said the other, and the Doctor felt himself tensing. Sec might be mutating with human DNA inside him, but the other three weren't.

"No, not any more." Sec said, turning on the other Dalek's, and the Doctor held his breath, knowing that the new creature was walking a thin line between being in control and being deposed.

"But that is our purpose," the third Dalek argued, and Sec finally got angry. Another emotion, and the Doctor watched, fascinated and terrified.

"Then our purpose is wrong!" Sec all but shouted, his singular eye wide as he attempted to get the Daleks to submit once more to his commands, "where has our quest for supremacy led us? To this. Hiding in the sewers on a primitive world, just the four of us left! If we do not change now then we deserve extinction," he announced, and the Doctor wondered how much of his anger fuelled taunting had stuck, and just how much of that had been Sec's own analysis of the situation.

"So, just to be clear..." the Doctor asked, as the other three Dalek's backed down reluctantly, "you want to change everything that makes a Dalek a Dalek?" he asked, still amazed, but beginning to dare to believe.

"If you can help me," Sec confirmed, turning back to face the Doctor, and for a long moment the Time Lord was too amazed to respond, truly speechless, before he was able to nod and Sec released a relieved sounding sigh before he led the Doctor back over to the human shell.

"Your knowledge of genetic engineering is even greater than ours," Sec admitted easily, "the new race must be ready by the time the solar flare erupts."

"But you're the template," the Doctor reminded him, "I thought they were getting a dose of you?"

"I want to change the gene sequence," Sec admitted, and the Doctor wondered if he was going to be alive long enough to get used to the non-stop surprises Sec kept springing on him.

"To make them even more human?" he confirmed, and Sec nodded.

"Humans are the great survivors. We need that ability."

More human wasn't needed, the Doctor knew that just from speaking with Sec. He could explain that, he could pretend to add more and keep Sec as the template. He was human enough to see the senselessness of killing, but that change had been slow. More human in the sequence would speed up the morality that Sec had been displaying, and the more human there was then the closer the Doctor became to making Daleks, true Daleks, extinct.

Even with Sec and himself though, the pure Dalek's still outnumbered them, and she shook his head, grimacing.

"Hold on a minute, there's no way this lot are gonna let you do it," he said, voice soft although he knew the Daleks would still hear, but Sec seemed unconcerned.

"I am their leader," he told the Doctor, as though that eliminated the problem.

"Oh, and that's enough for you, is it?" the Doctor asked, eyes narrowing at the three Daleks that stood guard over him.

"Daleks must follow orders," said one.

"Dalek Sec commands, we obey" said another, and while something about their swift agreement unsettled the Doctor, he could find no reason to doubt their words. Sec's orders had stopped them shooting him after all.

"If you don't help me, nothing will change," Sec said quietly, and the Doctor turned to face him, still turning the idea over in his mind.

"There's no room on Earth for another race of people," he warned, wondering what Sec's solution to that would be, but again the new hybrid surprised him.

"You have your Tardis. Take us across the stars. Find us a new home, and allow the new Daleks to start again."

There was a part of the Doctor scoffing, and demanding he ask why Dalek Sec thought he'd let them anywhere _near_ his Tardis. There was an even smaller part screaming in a fury, wanting to know why the Daleks should be allowed to start again, when his own people burnt and died screaming, but the part of his heart that hated war, hated guns and hated fighting wanted to help them, hoped that the other three pure Daleks wouldn't turn on their new Hybrid leader, and the Doctor sighed, trying to silence his mind.

"When's that solar flare?"

"Eleven minutes," Sec told him, and the Doctor stared at him in surprise once more. Eleven minutes to create a new race, Sec really did think he was a genius. Luckily, the hybrid wasn't wrong.

"Right then. Better get to work," he announced, and something in Sec's frame relaxed at the Time Lord's willingness to help.

* * *

Gwen, Rose and Owen followed Jack inside the tavern, all of them flipping their torches on as they spread out to look around.

"Looks well used, mostly clean, no dust," Rose muttered as she wove her way between tables and chairs, watching Owen approach the bar that Gwen was standing behind.

"Pint of best please, love and, er, yeah get one for yourself," he joked and Rose shook her head at the man's antics, but it seemed to give Gwen an idea as she moved to open the till.

"There's money in here, so where the hell is everybody?" she said and Rose bit her lip, continuing to cautiously make her way through the building, placing her feet carefully and stepping lightly to keep any sounds of movement to a minimum; they still didn't know what they were dealing with.

"Weapons out?" she asked Jack and he nodded as they split up, Gwen following Jack, and Rose moved to cover Owen as they worked their way through the building.

Between the two of them, Rose and Owen cleared each room methodically, but when they heard Gwen gagging, they went looking for her and Jack.

"That burger come back to haunt you?" Owen asked as he moved past her and Rose stopped, placing her gun free hand on the womans back.

"Oh my god," she heard Owen mutter from the next room, just as a door slammed from the front of the building.

"Rose," Jack called as he dashed past Gwen, and the blonde was on his heels, trusting Owen to take care of their friend while she and Jack rand back through the pub, searching for whatever or whoever had slammed the door they'd heard.

One thing was for certain though, they weren't alone there, and the two of them kept their conversations strictly to hand signals.

Bursting through the front door of the pub, the two of them kept their backs to each other and frantically scanned their surroundings, searching for anything out of place. Owen and Gwen nearly got shot as they barrelled out of the building just after them, but neither Rose or Jack spotted anything out of place, and as they cautiously lowered their weapons, adrenaline making Rose pant for breath, Gwen bent over once again, promptly throwing up.

Rose moved to her side, and pulled her hair out of her face, trusting Owen and Jack to watch their backs.

"Was there another body in there?" she asked gently, and Gwen nodded, gasping for breath, her eyes wild.

"Jack.. Jack please, tell me what's going on here?" Gwen pleaded, slowly standing straight again, and Rose released her hair, but the American just shook his head. He didn't know, and that alone scared Rose more than anything else.

"Come one, let's look in here," he suggested, nodding at the next building along, and Rose shot one look at Gwen and another at Owen.

"Stay with her, keep watch out here," she ordered, before following Jack. He gave them a countdown before the both entered the room, eyes and weapons scanning for anything hostile.

Rose advanced through the house, Jack at her back but just before she reached the kitchen she froze, eyes flicking everywhere, and she heard Jack make a sound of frustration.

"What is it?"

"There's another body in the kitchen," Rose explained, her voice tightly controlled as she backed up a step, only checking over her shoulder briefly when she heard Gwen appear in the doorway, Owen at her back, eyes still scanning the countryside for movement.

"Same as the others?" Jack asked Rose, and she nodded.

"Yeah."

"What did this Jack?" Gwen asked, her voice filled with panic and unshed tears, "'cause whatever it is, it can't be human... How far's it going to spread?" she asked, but the Captain didn't have any answers for her.

"Stay focussed," he told her and Rose shot him a glare, before nodding for him to swap places with her. With Jack's gun on the kitchen and back door, and Owen's weapon focussed on the outside, Rose flicked the safety on her own weapon and tucked it away to focus on Gwen

"I should be at home having dinner with Rhys. What am I doing here with you?" Gwen muttered, eyes wide and wild, "Don't you ever get scared, huh?" she demanded, and Rose offered her a sad smile.

"All the time," she promised softly, "but I turn it into something useful... I'm scared right now, but giving into it isn't going to help us get back home," she told Gwen and the woman reluctantly nodded, taking several deep breaths and calming herself down.

"There's another two houses," Owen said a moment later, voice dark, "We'd better take a look."

Rose nodded, and after checking on Gwen once more, she drew her gun again, and all four left the building together.

"You two, check that one," she ordered, sending Owen and Jack into the next house, and Rose led the way over to the next one in the row, both her and Gwen pressed either side of the frame.

Taking a breath Rose tugged on the handle but the frame was warped, swollen and the door was stuck.

"Locked?" Gwen asked and Rose frowned, shaking the door again until she heard the sound of a chain rattle and she nodded.

She managed to tug the door until it eased its way loose of the rotten frame and then waited a moment or two, listening for any movement inside.

When she heard nothing, she gave the door one last wrench and the chain tore free of the rotten wood. The first thing she saw was the terror on the teenager's face as she aimed her gun at him, but then she was moving on instinct, turning her body side on to present a smaller target and trying to step back out of blast range, even though she knew it was too late.

Fire erupted along her left hip and arm as the shotgun spray burnt its way through her clothes and scattered against her skin, the blows knocking her off the doorstep, dropping her to the ground as she heard Jack yelling for her, and Gwen shouting into the building, her own gun aimed at the terrified kid.

Rose felt her own hand press against her bloody arm and felt herself yell in pain. She knew she was trying to speak, but through the shock and the pain she couldn't tell what words were passing her lips. Rose just knew she didn't want anyone to kill the kid for this. The fear she'd seen in his eyes before he'd pulled the trigger...

"Rose! Rose!" she heard Jack shouting for her, but couldn't focus through the pain yet to respond, and when Owen dropped beside her, medical gaze seeking out her injuries, Jack moved to back up Gwen.

"Gwen, what happened!?" she heard Jack shout, and her eyes spun to stare at the sky as she gasped for breath, adrenaline and fear and pain mixing in her mind.

"A kid with a shotgun," Gwen shouted back.

"Are you hit?" Owen shouted over at Gwen, but his eyes were fixed on Rose.

"Few pellets hit my arm, but I'll be fine..."

Jack was back beside Rose a moment later, and Owen looked up from the blonde to the American, "We need to get her somewhere I can work to stop the bleeding," the doctor explained and Jack nodded, carefully sliding his arms around her and picking her up as she cried out in pain at the movements.

"It's ok, I've gotcha, Rose, I've gotcha," he muttered, and she tried to relax, knowing that tensing would only hurt more. She didn't know where Jack and Owen were taking her, she just rode out the pain, letting her throat issue sounds of agony whenever it needed to, only becoming aware of her surroundings again when Owen swept a kitchen table clear and Jack placed her on it gently, fingers wiping away tears she'd not known she was shedding.

"I'll check upstairs," Jack said, "Gwen stay here, watch Owen's back while he works on Rose, and let him check your arm as soon as he can," Jack ordered, pulling his gun to check the rest of the house and Rose whimpered.

"I thought I was done having to look after you," Owen griped at the blonde, and she choked out a pain filled laugh.

"Jeopardy friendly, that's me..." she gasped, right hand half trying to cradle her injuries, and half recoiling from the agony her touch was igniting.

"Alright Rose, now listen to me; Listen!" Owen snapped his fingers, drawing her gaze as she blinked rapidly, "I need to look at your wound now, ok? Stay calm."

Rose couldn't stop a whimper escaping her, knowing just how much it was going to hurt, but nodded and let her right hand clasp the edge of the table to keep from striking out at Owen.

He didn't bother trying to peel her hoodie off her frame, just cut up the sleeve to get at the pellet marks on her upper arm. There were a few just above her hip that he checked too, but after a moment he nodded, calming slightly.

"Ok, it could have been much worse," he told her, unwrapping a sterile pad and pressing it against the wounds scattered across her arm, "I need you to hold this and apply pressure while I work on your torso, alright? The pellets are lodged near the surface, you've been bloody luck, if he'd got you straight on-"

Rose nodded frantically, pressing the pad against her bleeding arm and groaning in pain, "I know, I turned," she gasped and Owen shook his head.

"You are something else," he muttered, digging through his bag and pulling out a needle, "You want a quip about feeling a small prick?" he asked her grinning, and Rose choked out another laugh, as a fresh round of tears left her eyes and she shook her head.

"I'm sure your patients must have loved you," she muttered as he injected the local anaesthetic into her arm and waist.

"Let's get these pellets out, eh?" he said, ignoring her comment easily, "There's gonna be a certain amount of residue, so just relax, lie back and think of Torchwood," he teased her gently as he exchanged the needle for a pair of tweezers and peered intently at her injuries.

"Why'd you stop being a doctor?" Rose asked a few minute later when she felt her breathing slowing as the anaesthetic took effect and the pain was blocked enough for her to form full sentences again.

"Excuse me, I still am a doctor," Owen grumbled, and Rose grinned up at him.

"You know what I mean, why no more patients?" she asked and Owen sighed.

"I've never been a people person, I'm sure you noticed," he admitted, "Not dealing with the patients any more, that's ideal... It was always the bit I hated, but medicine?" Owen let the sentence go unfinished and Rose let her eyes shut as her breathing slowly returned to normal.

"Ah, you beauty," Owen muttered a moment later, and when Rose opened her eyes he was holding a small shotgun pellet before her in a pair of tweezers, "Medicine, I'm good at," he told her grinning, and Rose couldn't help grinning back as he returned to picking the metal out from beneath her skin.

She heard Jack coming back down the stairs, but kept her eyes closed and concentrated on making sure her breathing stayed steady so Owen could work.

"What's taking Tosh and Ianto so long?" he said as he came back into the room, and Rose could hear the concern in his voice.

"Jack, give them a chance, it might be locked up or under guard," Gwen said, her hands starting to shake now that the adrenaline was fading and her own pain was kicking in.

"Or they could be dead!" the kid who shot her exclaimed tearfully, "everyone else is!"

"Sit down, tell us what happened here," Rose heard Jack growl at the teenager, but she was in no position to defend the kid. She heard the stranger drop into a seat and opened her eyes to see Jack bent before him, desperate now for answers.

"Tell us what happened?" he asked the shaking teen again, his voice only a fraction calmer.

"It's not human!" the kid all but shouted, trying to rise to his feet and run, but Jack grabbed his arms gently, and Rose relaxed back against the table, letting Jack deal with the terrified teen, "look my mum won't know what happened, they're only expecting me back for the weekend..."

"Listen, we'll get you home, okay?" Jack tried to calm the boy, and Rose focussed on the methodical progress Owen was making, starting near her hip and digging out pellets up to the edge of her ribs.

"What are you going to do? You can't fight them, they're too strong!" the kid shouted, "the only thing we can do is barricade the door-"

"No, we'll make base at the pub, like Rose said it's a stronger building, more resources we can use," Jack decided firmly, and Owen pulled away from her waist, pressing a fresh gauze pad over the still bleeding wounds, before taking her hand and the blood soaked pad away from her arm, moving onto the next bleeding section of her body.

"What about Tosh and Ianto, should we go after them?" Gwen asked, but Jack shook his head a moment later.

"Not until we know what we're dealing with," he decided.

"What if it's too late by then?" Gwen argued, but Jack had made up his mind, and Rose couldn't help but think that it was the best option. Splitting up further only made them easier targets.

"They're not children, they know what to do... Can she be moved?" Jack asked Owen and Rose knew he was talking about her.

There was a moment of silence before she opened her eyes and saw Owen nod slowly, "If we're careful, I think I've got all the pellets, but any rough movement's gonna aggravate the wounds and restart the bleeding," he explained.

Jack moved to pick her up again but Owen shook his head, "As much as I hate to admit it, you're a better shot than me, I've got her," the doctor said and Jack nodded.

"I'll look at your arm once we're in the pub," Owen told Gwen and she nodded as he turned back to Rose and she let out a shuddering breath while he threw his equipment back in the medical bag.

"Ready?" Owen asked a moment or two later and Rose nodded. Part of her wanted to stand and walk on her own but she could still feel trails of blood leaking from her skin and knew that they at least needed to stop bleeding properly before she tried anything that might tear the wounds open further.

Jack pulled out his gun again and moved outside, checking that their path was clear as Owen gently scooped Rose up and she tried to smother a fresh whimper of pain.

"Come on," Gwen ordered the teen, checking her own weapon as the group went to barricade themselves into a building with a door that still locked.

* * *

"There's no point in chromosomal grafting, it's too erratic," the Doctor explained to Dalek Sec. He'd swiftly looked over what they'd tried before and mentally processed a replacement treatment.

Now as he ran between lab stations he was trying to explain the process to Dalek Sec so that the hybrid would understand what he was doing.

"You need to split the genome and force the Dalek Human sequence right into the cortex."

"We need more chromatin solution," Dalek Sec ordered, and the Pigmen were instructed to bring in the supplies the Doctor needed. The Doctor spotted Laszlo, and let a tendril of his mind work on that problem as well.

"These pig slaves," he queried as Sec moved to stand beside him, watching the Doctor work on the new solution, "What happens to them in the grand plan?" he asked and Sec shook his head.

"Nothing. They're just simple beasts. Their lifespan is limited. None survive beyond a few weeks." he explained, before turning to the pure Daleks to begin issuing more orders, and the Doctor cautiously moved over to Laszlo who'd been listening to his fate.

"Laszlo, I'm sorry," the Doctor whispered, "I can't undo what they've done to you, but they won't do it to anyone else," he promised, and Laszlo met his eyes, brave and determined.

"Do you trust him?" the man asked and the Doctor found his throat tightening, because the answer he wanted to give was a resounding no.

"I know that one man can change the course of history," he said in the end, "The right idea in the right place at the right time is all it takes... I've got to believe it's possible," he admitted, shrugging one shoulder and after a moment Laszlo nodded his acceptance of that and the Doctor returned to processing the solution needed for the new breed of Dalek's.

"The line feeds are ready," came from one of the Daleks a few minutes later, and the Doctor spun round from the lab equipment and ran across the room.

"Then it's all systems go!" he exclaimed, filling a tube with his concoction.

"The solar flare is imminent, the radiation will reach Earth in a matter of minutes," Dalek Sec announced, and the Doctor could feel a buzz of excitement running through his veins. So far, so good.

"We'll be ready for it," he reassured Sec, grinning as he slammed the syringe-like tube he'd filled into a giant vat of the template DNA from Sec.

"That compound will allow the gene bonds to reconfigure into a brand new pattern; Power up!" he shouted, a small part of his mind reeling that he was issuing instructions to Daleks and they were following them without question.

Laszlo and another of the pigmen threw the power switches and the Doctor watched the blue solution travel through the tubing system to each of the human bodies, his tongue pressed to the back of his teeth anxiously before he was forced to smother a grin.

"There goes the gene solution," he announced, and Sec's response bordered on awed.

"The life blood..."

A klaxon sounding was like a bucket of ice water over the Doctor's head and he spun, staring around the room for the source of the problem, although his gut told him where he needed to look.

"What's that?" he demanded, hoping he was wrong, but Dalek Sec had barely begun to respond when he saw the problem.

"What's happening?" Sec demanded of the Dalek's, "Is there a malfunction? Answer me!"

"No no no!" the Doctor cried, hands grabbing at his hair as all his hopes came crashing down again, "The gene feed! They're overriding the gene feed!" the Doctor cried, running to the controls and trying desperately to reverse whatever the Daleks were doing to disrupt the process.

"Impossible," Sec scoffed, "they cannot disobey orders."

"The Doctor will step away from the controls!" one of the Dalek's shouted as it approached, and the Doctor raised his hands, stepping back, knowing he had no choice left and as he reversed so the Dalek advanced, it's weapon primed.

"Stop!" Sec ordered, "you will not fire!"

"He is an enemy of the Daleks," said another, and then the one with it's weapon still aimed at the Doctor took over, and the Time Lord felt his hearts sink.

"And so are you," it told Sec firmly, as their weapons moved to encompass the hybrid as well.

"I am your commander. I am Dalek Sec!" the hybrid shouted at them, and the Doctor put a hand on the hybrid's chest to stop him from lunging at the Daleks surrounding them, but they ignored his words. The three pure Daleks had clearly decided his fate already.

"You have lost your authority."

"You are no longer a Dalek."

"What have you done? What's going into the gene feed?" The Doctor demanded. Trying to determine whether or not Sec was still a Dalek wasn't going to help him stop the three that had turned on them.

"The new bodies will be one hundred percent Dalek" they answered him and Sec lost all semblance of control, still new to the emotions now running through him.

"You can't do this!" he cried, but the pure Dalek's were unconcerned with Dalek Sec's wishes.

"Pig slaves, restrain Dalek Sec and the Doctor," they ordered, and the Doctor was relieved to see Laszlo grabbing both of his arms, knowing that if there was a way out, the man would be running with him.

If he could only find the right moment to make a run for it.

"Release me! I created you! I am your master!" Sec ordered the pigmen, but it seemed that they too no longer recognised Sec as a Dalek.

"There's the lift," Laszlo whispered in the Doctor's ear, and he let his brown eyes settle on their only chance as he sighed softly.

"After you," he muttered back and together they make a dash for it. Laszlo pushed the other pigmen aside and the Doctor held the sonic screwdriver ahead of them to make sure that the lift doors were open when they reached them.

"The Doctor is escaping! Stop him! Stop him!" the Dalek's cried, and the pigmen advanced, but one more burst of the sonic closed the lift doors in their faces and they began ascending to the top floor of the Empire State Building.

"We've only got minutes before the gamma radiation reaches the Earth," the doctor rambled his plans aloud as he slipped the sonic back into his coat, "we need to get to the top of the building... Laszlo, what's wrong?" the Doctor asked, frowning as he studied the man.

He was leaning against the back wall of the lift, gasping for air and the Doctor could feel the waves of warmth coming from him.

"Out of breath," he gasped, shaking his head, "It's nothing. We've escaped Doctor, that's all that matters," Laszlo told him. The Doctor frowned but took him at his word, after all, there was nothing he could do for the man anyway, not with Daleks and a gamma radiation wave heading for Earth.

He let his hand fall on Laszlo's shoulder gently and they shared a quiet moment as the lift rose through the building, releasing a sharp ding as the doors opened to reveal Martha, Frank and Tallulah.

"Doctor!" Martha cried and he couldn't help but grin at her as he stepped out.

"First floor perfumery," he quipped, but no one was listening as Tallulah advanced on Laszlo beaming, and Martha beckoned him over to the plans of the building excitedly.

"We've worked it out, we know what they've done," she told him, as he ran from the lift to peer at the plans she was indicating, "there's Dalekanium on the mast, and it's good to see you too, by the way," she teased, and he turned his brown eyes from the paper to her smile and grinned down at the young woman.

"Oh, come here" he said, scooping her up into a hug, lifting her feet from the floor and spinning them both in a circle, thrilled for one moment that they were both still alive until the lift made it's sharp ding sound again and he dropped Martha to the ground and dashed for the closing doors.

"No, no, no, no!" he shouted, as he slammed hard into the now sealed lift doors and sighed, bringing out the sonic to try and reverse the lift's direction and shaking his head with a growl, "See? Never waste time with a hug..."

He slammed his hand against the wall in frustration and put the sonic away when he realised it was useless, "deadlock sealed, I can't stop it..." he added.

"Where's it going?" Martha asked and the Doctor answered without thought as his eyes scanned the room and his mind ran ahead of him.

"Right back down to the Daleks, and they're not going to leave us alone up here... What's the time?"

"Uh, eleven fifteen," Frank told him and the Doctor cursed mentally.

"Six minutes to go, I've got to remove the Dalekanium before the gamma radiation hits," he muttered to himself, ignoring Tallulah's questions as Martha grabbed at his coat and dragged him over to the edge of the building.

As they approached the edge though he found himself stopping, hands raising to brace against the steel bar above his head as his eyes went wide wide, "Oh... that's high... that's very- Blimey, that's high..." he muttered, eyes wide. If he fell from here, he wouldn't get a chance to regenerate.

"We've got to go even higher," Martha told him, guiding him to a wooden ladder and pointing up at the rest of the tower, surrounded by metal scaffolding that went up at least another five floors.

"That's the mast up there, look, there's three pieces of Dalekanium on the base and we've got to get them off," she told him, and he stared at the scaffolding as lightning flashed in the sky above them.

His body catalogued the temperature of being up so high at night, and his mind factored in the wind chill from the storm before he shook his head and turned back to meet Martha's determined gaze.

"That's not we, that's just me," he told her, watching her back stiffen in indignation.

"I won't just stand here and watch you," she snapped and the Doctor shook his head as he turned.

"No, you're going to have your hands full down here anyway," he told her, "I'm sorry Martha, truly sorry, but you've got to fight," he told her, eyes sad but determined as he remembered the lift slowly descending, ready to bring pigmen or Daleks or both up to their location.

He didn't let her argue with him, although once she realised that he needed her to rally the others to fight, she reluctantly agree to stay behind, and the Doctor began climbing.

The temperatures were freezing so he focussed on regulating his body temperature to combat the cold, but there was only so much he could do, even as a Time Lord.

He ignored the spiralling path that the workmen had built, and used the strength in his wiry body to climb up the actual structure of the Empire State Building, racing against time itself to reach the mast with enough time leftover to remove the Dalek's addition before the gamma strike.

Once he reached the mast the Doctor had to crawl across to the Dalekanium, and wrapped his arms around the piece he was working on so he wasn't blown off the top, struggling to drawn breath in the icy air. He could feel his body fighting against the below freezing temperatures and slowly losing, even as he pulled out the sonic and began the slow process of unscrewing the bolts that were keeping the alien metal in place.

He worked as fast as he could, but the ever present clock in his head was telling him that it wasn't fast enough, even as he was pulling the first panel of Dalekanium off, flinging it to one side so that there was no chance of the gamma strike spreading it through the building.

He moved to the second of the three pieces, and shook his head. He had less than a minute left, but all he could do was keep going and hope he thought of something. His fingers were numb from the cold and in a split second the sonic had slipped from his fingers and fallen.

The Doctor dove for the device, but knew before he'd moved that he had no chance of catching it, and cursed loudly in Gallifreyan, the words disappearing into the storm as he wasted several seconds watching the sonic screwdriver vanish into the dark.

He still had two panels to remove, no time, and no sonic, and he found his hands pulling at the metal as though he could tear it free with his bare hands. He cried in pure frustration but the Dalekanium wouldn't give way and he released it with another shout of fury and anger.

Backing up a moment to think, he ran his achingly numb hands through his hair as he desperately racked his mind for some solution, and not liking anything he came up with. Desperate times, though, he thought, breathing deeply as fear settled in his hearts, but he knew there were no alternatives.

With less than ten seconds the Doctor climbed the base of the mast, and wrapped his body around it, breathing heavily as his body anticipated the pain to come. He had no guarantee that this would work, and no way to be sure he'd come out the other side, regeneration or not, but there was a chance, a small chance, that the introduction of Time Lord DNA before the Gamma radiation hit the Dalekanium could change the new Daleks just as effectively as human DNA had changed Dalek Sec.

No matter how small the chance, it was now the Doctor's only option, and he drew panicked breaths through his teeth as he mentally counted down the seconds left until the Gamma strike.

Frame tensing as he clung with everything he had to the metal mast, the lightning hit and screams were wrenched from his body as electricity scorched through his every cell. Between his screams he sobbed and mentally begged for the relief of death, but he refused to unclench the muscles in his arms and legs that held him in place as his whole frame shook.

If the Daleks took over the Earth in nineteen thirty, he would never meet Rose, his mind whispered, and a warmth settled over him, detaching him from the agony that was taking over his every cell.

His throat screamed and his eyes cried and his muscles tensed and clenched and spasmed as they held their position but for the first time in days his mind was quiet, and the Doctor sank into his memories of her.

Her tongue in teeth smile. Her soft hoodies. Her bright, easy laughter. Her love of running and vanilla scented soap. Her waves of golden hair. He let himself remember her hand in his and the way she tucked her face into his shoulder when they hugged. He let himself remember the first time he hugged her and the first time he took her hand and told her to run. The Doctor remembered the first time she'd fallen asleep against his shoulder in the media room, and he remembered when she'd come back to save him; Bad Wolf.

 _"I want you safe, my Doctor."_

He blacked out then, muscles relaxing as he fell to the mast platform below him, landing hard and unconscious with golden memories filling his mind.


	11. You Would Make A Good Dalek

Once they had relocated to the abandoned pub, Rose managed to get herself settled on a bar stool beside the dart board and started making a list of what they knew while Owen treated Gwen's arm. Jack quickly began moving furniture around to block the various entrances to the building, but their rescued teen, Kieran, was so exhausted that he'd slept on one of the benches hugging the shotgun, despite their movement and conversations.

"So, if we barricade ourselves in, what happens to Tosh and Ianto?" Owen asked Jack, eyes switching between pulling pellets from Gwen's arm and the Captain stacking stairs and stools against the door.

"Why are we still talking about this? Tosh and Ianto can look after themselves; The kid is our first priority... they've already been back for him once, something tells me they're not gonna give up so easily," Jack answered, his voice tightly controlled.

"So have we ever heard of a species who are humanoid in form, 'cause they'd have to be to have driven the SUV, intelligent enough to lay traps and remain undiscovered for so long, and are capable of stripping flesh and organs from a body, most likely for food?" Rose asked, running her mind over the last twelve hours for any more clues about what they might be facing.

"What do you think you're doing?" Owen snapped at her scowling, his hands pausing halfway through wrapping a clean bandage around Gwen's arm, "you've been shot, you need to rest, I didn't waste all that time putting you back together-"

"Notice I'm not lifting chairs and tables," Rose told the doctor gently, ignoring his glare as he fought the urge to continue reprimanding her, "I'm compiling what we've got so far, see if we can make any sense of it," she explained, and Gwen nodded at the board as Owen turned back to her arm, and finished strapping down the bandage.

"Kieran said they were strong," she suggested, and Rose nodded and added it to the board.

"But strong compared to him, or to Jack?" Rose muttered, biting her lip, but since they'd moved buildings the teen had seemed to be functioning on autopilot, the stress absorbing his words and he'd not spoken to any of them before falling into an exhausted sleep.

"We have to assume that the others who disappeared have been killed too," Jack added and Rose continued to add to their list.

"So at least seventeen deaths, these guys aren't new to this, they know what they're doing," she agreed and Owen sighed as he began packing away his supplies, finally having treated both Rose and Gwen.

"Okay... so all this suggests that the rift is spreading and it's dumping aliens and psycho's wherever it fancies?" Owen asked

"Looks like that," Jack answered but Rose was shaking her head.

"Not everything has to do with the rift, there's nothing to suggest that's where these things came from besides their proximity to Cardiff," she argued, "They could just be standard aliens, unrelated to the rift."

"Since when did any kind of alien become standard," Gwen muttered, and Rose couldn't help shooting her a weak smile.

"Great, this conversation's cheered me up no end," Owen grumbled, and Rose ran her hand through her hair as she studied their list, still drawing a blank.

A series of knocks against one of the windows had them all spinning, weapons back in their hands as Gwen gasping loudly in shock and Rose forced herself to bite back a groan of pain as the sudden movement pulled at her side.

"Did you see that?" Gwen whispered, eyes wide as her fingers shifted on her gun.

"Something outside?" Jack questioned and Rose nodded. She'd seen a shadow move past and if it had been Tosh or Ianto she would have expected them to call out by now.

She heard glass break and turned again, gun aimed at the other window, but the panes were in one piece and the sound had come from outside. Rose drew in a slow, deep breath as she tried to force her hands to stop shaking.

"Was that the same one or different?" Owen muttered, and Rose saw Jack's jaw tense.

"Assume different," she murmured back, keeping her voice low.

"He said they'd come back," Gwen whispered, and Jack shot her a steadying look.

"Let's not jump to conclusions, we don't know who they are or what their intentions are."

Rose blinked at him in shock for a moment. She knew he was trying to keep Gwen calm but even so, she thought the ex-time agent was tempting fate with his words.

Just then several light bulbs popped as the power was cut to the building and Rose groaned softly.

"I'm thinking that's not a good sign," the doctor told Jack, breathless as he fought off his own panic.

The handle on the main door turned, but when the door didn't open something pushed, rattling the door in it's frame, sending shock waves through the precariously thrown together barricade.

If the turning handle and the hinges rattling didn't wake the sleeping teenager, then Gwen's terrified exclamation did and he sat up sharply, clutching his weapon and trembling. It took a moment or two for Rose's eyes to adjust to the darkness, but when she did she slowly started making her way over the Kieran.

Jack had run through the building to check the other door and Owen and Gwen had their weapons aimed at the still rattling front door, so Rose kept her attention on the trigger happy teen.

"Kieran, listen to my voice, ok?" she called, but the boy was trapped in his terror.

"They've come back!," he cried and Rose could see him shaking.

"Hey, I'm right beside you, don't shoot me again, all right?" she said gently, and his wild eyes spun until he could make her out in the dark, nodding frantically until she placed her hand on his shoulder.

The teen struggled to his feet, and Rose let him grasp at her hand as she tugged his shaking form back towards Gwen and Owen, trying not to think about the rattling door and how close they were standing to it.

She pushed the shaking kid behind the bar, using it as another barrier between them and whatever was trying to get in through the front, and he sank to his knees at her feet without resistance, sobbing brokenly

as Jack came back in from the kitchen. If they made it out alive, Rose wasn't sure the young man would ever recover, but she couldn't think about that now and gently took the shotgun from his shaking hands, placing it on the bar in front of her.

The squeal of metal had her tensing, and all of them turned to look at the cellar door to their left as the handle turned slowly, screeching inch by inch like something out of a badly made horror film. As she watched Rose felt her throat go dry and a hysterical giggle bubbling in her throat that she swallowed down hard while her eyes flicked up to meet Jack's blue gaze.

"Okay... so we didn't check the cellar..." he whispered, and she widened her eyes at him in a universal signal for him to do something about it just as the rusty old padlock snapped and the Captain dove for the door, shoving his shoulder against the wood, before jamming his foot at the base in an attempt to make whatever was on the other side stay on the other side.

"You can't let them in," Kieran sobbed, his panic rising fast and he began rocking himself back and forth, his arms curled around his own body in fear, but Rose didn't dare take her attention from the two doors, both of which had something trying to get through them.

Her hearts thundered in her ears and she could feel her breathing speeding up. She didn't want to die in this pub somewhere out in the Welsh countryside, not before she'd found the Doctor again.

"Don't let them in!" Kieran begged, one hand grasping Rose's ankle, his whole body shaking with fear.

"We've got this under control," Gwen told him, but her own voice was shaking and Rose could feel the teenager shaking his head.

"You don't understand..." Kieran cried louder, "you don't know what they're like!"

Jack couldn't hold the door closed any longer and moved aside, firing his weapon three times into the dark behind the cellar door. The sound seemed to be the catalyst for chaos to erupt as the chairs and tables blocking the front door began to fall and Kieran snapped.

Leaping to his feet he snatched up his shotgun and moved around to the front of the bar, blocking Gwen and Owen's firing line and started pumping the weapon and firing repeatedly between terrified sobs.

The pellets were sending wood and chips of stone flying, but since whatever was outside hadn't got through the door yet all the kid was doing was wasting bullets and getting in the way. Owen and Gwen were shouting at him to get back, but Kieran was lost in his fear now so Rose moved around the bar after him.

She grabbed the back of the teen's hoodie and tugged, swinging him back towards the bar but her grip startled him badly and he dropped the shotgun, stumbling away from her with a sharp cry, arms flailing and catching Rose with a hard blow against her side.

She doubled over in pain and drew in a sharp gasp, even as the front door flew open. The tables and chairs fell around her, knocking her over and something grabbed onto her ankle.

"Shit, Jack!" she shouted, dropping her gun to grab onto something, anything to stop herself being dragged across the floor and outside the pub, but as her hands clung to the stone doorway she heard Jack shout at her.

"Rose! Hold on!" he called as gunfire flew over her head, hitting the bottles on the back wall and forcing Owen and Gwen to take cover. When her eyes spun to find the Captain she knew he couldn't do anything.

He was also being forced into cover, and on top of that he was the only one guarding the cellar door. She could feel the strength in her arms fading and knew that all of them were too far away to reach her in time, and as the powerful grip on her legs began pulling harder she felt pain erupt down her side as her injuries started bleeding again.

With a sharp terrified yelp she was forced to let go of the door-frame to relieve the pressure on her side, and Rose felt herself slide across the hard ground, rough fingers grabbing at her and pulling her sharply into the darkness, a humanoid hand and a filthy cloth were pressed over her mouth to silence her shouts as they carried her away from Jack and the others.

* * *

Moments after Rose had been taken, Gwen and Owen had convinced Jack to let them follow, to try and find Tosh and Ianto and try to get Rose back, and he'd let them go.

There was something in the cellar with three of his bullets in it, and no matter what it took Jack was going to get answers. He didn't exactly want his team to see the methods he'd be willing to go to getting those answers.

Kieran had been sent upstairs to lock himself in one of the guest rooms and Jack had ordered him to stay there and not open the door to anyone but him. The teen hadn't even argued, running up the stairs with the shotgun held, once more, in his trembling hands.

Jack checked and reloaded his gun before carefully stepping through the cellar door and into the dark, making his way down the wooden stairs swiftly before pressing his back against the cool stone wall, forcing his breathing to remain calm and steady as he scanned the room.

He spotted shelves full of glass jar's and approached them slowly, each step cautious and measured, but what he saw had his lips curling in disgust. It only took a glance into one or two of the jars before he realised they were full of blood and flesh, some with whole organs inside and his mind rebelled at what that might suggest combined with the stripped bodies.

Glancing down he spotted a fresh trail of blood and he moved deeper into the cellar, following it and checking his surroundings with each step until he came upon a shotgun lying in the trail of blood. Gasping, pain filled breaths caught his attention and he spun, weapon aimed at the bleeding creature. It scrabbled to pull it's face covering aside and Jack's stomach flipped as what appeared to be nothing more than simple human man stared up at him.

"Help me... Please help," the stranger whimpered and Jack tensed, weapon still ready to fire as he tried to make sense of what he thought might be going on.

"Did you attack us?"

"I'm dying... Help me... I'll tell you everything," the man pleaded and although Jack hesitated a long few seconds, but the look of fear in Rose's eyes as she clung to the door frame that had been swiftly replaced with a sad resignation when she realised he couldn't reach her, decided him. He was going to get her back.

When he'd come down into the cellar he'd spotted an odd wooden structure, like a seat but with a sloped back, and he didn't want to think about the fact that the grooves in the wood made it an ideal shape for bleeding carcasses.

A moment later he'd holstered his gun and picked the man up by his collar, dragging him roughly across the room to sit on the end of one of the structures, and slammed his back against the sloping section. He glanced around and found what looked like linen rags in a laundry basket and pressed a couple against the man's bleeding torso, before tying another roughly around the mans upper leg, not bothering to be gentle and ignoring the moans of pain his actions drew.

"This'll help you for a short amount of time, now start talking," Jack growled, grabbing the stranger's collar again and pinning him against the wooden slope, his patience running low with Rose's life on the line, not to mention the rest of his team out there in conditions unknown.

"You've got to get me help. I know where you can get som-" Jack smacked the man with the flat of his hand, putting a temporary halt on his babbling as he ground his teeth together furiously.

"We had a deal; I help you, you tell me where they've taken the blonde... and then you can tell me what the hell is going on around here!" he growled, eyes flashing angrily when the a hysterical high pitched laugh escaped the man.

He sounded almost mad when he started gasping between giggles, "you don't know?", and Jack stared at him for a long moment before releasing him and beginning to untie the tourniquet around his leg. Let him bleed to death, his mind whispered darkly.

"What are you doing?!" the stranger asked, "put it back!" he continued, hands struggling to stop Jack from undoing the cloth that was slowing his bleeding.

"You need to know something," Jack growled, throwing the blood stained cloth away from them both before leaning back in, hands grasping the stranger's head until he could stare into his eyes.

"A long time ago I was pretty good at torture," he told the man darkly, a terrifying grin creeping over his face, "you see, I had quite the reputation as the go-to guy... my job required it at the time, you see?" he explained, keeping one hand around the man's throat and moving the other to the nearest gunshot wound.

"That woman you people took is the only family I have left, she's like a little sister and she's one of the reasons I got out of the torturing business, so I'm sure you can imagine how very much I want her back..." Jack explained, his voice dangerously soft.

"See, I know where to apply the tiniest amount of pressure to a wound like yours..." his fingers pressed inside the bullet hole, finding the little piece of metal and grinding it against a bone as the man shrieked and writhed, but Jack just kept talking, explaining his motivations

"If that woman is dead then there's going to be nothing on this whole planet that will stop me bringing you so much pain you'll beg for death-"

"Son of at-Stop! You're gonna kill me... Oh, please stop!" the man sobbed and Jack hissed angrily, face inches from the begging monster beneath him.

"It's in your power to make me stop," he growled, his voice cold, "just tell me what I need to know, because in ten seconds I'm gonna go and find a sharp object and make you wish you'd never been born."

The stranger spoke, and the more he spoke the sicker Jack felt. A swift blow to the man's head and a pair of handcuffs later Jack had grabbed up the shotgun from the now cold trail of blood and was heading out to look for Rose and his team.

* * *

The dark oblivion of unconsciousness was comfortable, the Doctor thought to himself, but you didn't realise just how comfortable until something pulled you out of it.

"Doctor!"

Like that old human saying; ' _you don't know what you've got 'till it's gone_ '. Or was that a song?

"Doctor?"

Someone was shouting his name, and with every shout his head exploded with pain. Even without the additional stimuli it was throbbing with every beat of his hearts and he wondered briefly what had happened before flashes of memory came to the forefront of his mind.

Dalekanium. Dropping the sonic. Seconds Left. Lightning bolt... ah, yes, now he remembered.

"Look what we found halfway down..." He could feel hands, warm human hands, touching him, their heat soaking through his suit, and he felt himself frown. He didn't want to look at anything, he could feel his body on the edge of falling into a healing coma and briefly contemplated letting it.

It wasn't every day you survived a lightning strike of that magnitude without regenerating, and what had possessed him to do something quite that reckless anyway? Oh, yes. The Daleks.

"You're getting careless," came that voice again and the Doctor tried to turn his head towards the sound, unable to smother a groan of pain as his muscles screamed and head continued throbbing in pain.

"Oh... my head," he muttered, cracking his eyes open as gusts of wind buffeted against his face, and letting his eyes land on Martha's face hovering above him.

She let loose a laugh that was full of her concern for him, and grinned, "hiya,"

"Hi," he answered automatically, trying not to move too much as he acclimated to the new aches appearing across his body, "you survived then." he offered and the woman's relieved smile grew.

"So did you, just about..." she responded, and although he could still feel that his face was a grimace of pain, he couldn't stop a wry grin creeping across his features either.

"I can't help noticing though," Martha continued, her voice growing serious, "that there's Dalekanium still attached."

Her words were like a fresh bolt of lightning and with a grunt of pain he sat up, eyes staring at the panels of metal for a moment before he shook his head in a desperate attempt to clear away the dizziness and pain.

"Come on, we need to get off this roof before you freeze to death," he told her, accepting his sonic screwdriver back and indicating that he'd follow her down as he tucked his favourite gadget away in his coat.

To get back down they used the spiralling catwalks of scaffolding that the builders had erected, now that they had a little more time to spare, and if he was being truthful the Doctor was feeling just a little too shaky from his electrocution to risk any more feats of athletics.

The Doctor didn't waste any more time once they reached Frank, Laszlo and Tallulah though, as he began explaining what would happen next, now that the Daleks thought they had the army they'd been after.

"The Daleks will have gone straight to a war footing," he explained, leading them over to look out across the city, "They'll be using the sewers, spreading the soldiers out underneath Manhattan."

He felt sick as he calculated the most likely angle for the Daleks to attack, the process far too familiar in his mind, and flashes of the Time War skittered across his memory, making him flinch away from his own thoughts.

He didn't want to go back to that. He'd not been the Doctor then, and it was a time he would rather forget about altogether.

"How do we stop them?" Laszlo asked, still brave and still determined, and the man's focus helped the Doctor concentrate on the present.

"There's only one chance left," he admitted, eyes flashing,"I got in the way; that gamma strike went zapping through me first."

"Yeah, but what does that mean?" Martha asked, her tone frustrated and he couldn't help but blink at her a moment, the part of his mind focussed on plans stuttered as he realised he was used to only half explaining himself.

Rose had been so good at picking up the threads of his thoughts and filling in the missing pieces, that he'd forgotten how he normally had to break things down for people. The swift way his pink and yellow human had understood his plan involving the breach and the void dust came to mind instantly...

 _"Pulling them all in!"_

.He didn't have time to explain his plan, their only slim hope, to Martha and the others right now so he ignored her question.

"I need to draw their fire before they can attack New York," he told them instead, turning and walking back into the main floor space, filled with work tools and architect papers. He resisted the urge to pace, wiping a hand over his face, and rubbing away the lingering beads of sweat his recent bout of electrocution had brought to his skin.

"I need to face them head on somewhere... Where can I draw them out?" he muttered, eyes staring forward, unseeing, as he considered and discarded place after place within the city. The fact that it was a city was the problem. He needed quiet, low population, low risk of casualties...

"Think, think, think, think, think," he pushed his brain, still sluggish from the pain and the lightning strike and he ran his hands through his hair in frantic frustration, "we need some sort of space, somewhere safe, somewhere out of the way- Tallulah!" he suddenly shouted, spinning to face the scared eyes of the four humans who'd been standing silently behind him, an idea sparking in his mind as he fought through the headache still lingering behind his eyes.

"That's me. Three L's and an H," the blonde replied, and the Doctor couldn't help grinning at her.

"The theatre; it's right above them and... What-?... It's gone midnight," he babbled, tapping into his time senses enough to be sure, "can you get us inside?"

"Don't see why not," the girl agreed with a nonchalant shrug of one shoulder, and the Doctor spun around, eyes taking in the now out of service elevator that Martha had rigged to electrocute the pig men before spinning back to the humans, having turned a full circle.

"Is there another lift?" he asked, not relishing the thought of nearly one hundred flights of stairs so soon after being electrocuted.

"We came up in the service elevator," Martha told him and he smothered a sigh of relief, just grinning.

"That'll do then, Allons-y!"

* * *

In the dark Rose could see nothing, and with her injuries she knew she couldn't fight her way free, so she let herself hang limply, forcing whoever had her to carry her dead weight. Kieran had been right though, whoever they were they were strong enough that her limp frame gave them no trouble.

Eventually they stopped and a torch flicked on behind her, just bright enough that Rose could make out tree's on all sides.

"Now, don't make me chase after you, girl, I can kill you before you take ten steps," the voice behind her murmured so Rose stood still, her fear mounting by the moment but all her captor did was tie her hands behind her back, and remove the fabric stuffed in her mouth long enough to tie it round the back of her head properly.

After that the torch went out again and she grunted in pain as her body was thrown over someone's shoulder and they continued moving her away from Jack and the others.

It was only when they came to large building, light glowing from inside, that she began to panic, legs kicking in the man's grasp, and he threw her down, her back connecting with the door and knocking it open as she fell to the floor.

"I warned you," came the growling voice as she blinked and tried to clear her head. The brightness of the room had dazed Rose and the normal looking human man standing above her shocked her into stillness long enough for him to reach down and grab hold of her long hair, dragging her across the normal looking living room as she shouted around her gag.

Rose watched the normal looking living room change as the man dragged her between what looked like two plastic shower curtains and suddenly she was surrounded by what she could only describe as an impromptu abattoir, and she felt her blood run cold and her face paled.

"Go get the other two," the man called, and Rose heard movement back in the normal looking living room, but she couldn't see anything more as the man released her now throbbing scalp, dropping her to the floor.

Hanging above her were two, three bodies... no, four, she recounted as her eyes spun around the room and she choked on the overpowering stench of raw meat, stale blood and organs.

Looking for a way out, Rose realised that she was still trapped, this time between a plastic covered and blood splattered wall and a plastic covered table as the man leered down at her.

"Now, you stay there, I've got a whole batch of you to do," he told her cheerfully, as though he was planning on dying her hair instead of murdering her, but his grin widened when her eyes narrowed defiantly, and a moment later he'd landed several swift kicks to her injured side.

Rose screamed against her cloth gag, and curled into a defensive ball, staying there once the man moved away. As Rose struggled to gasp for breath against the agony running through her side, pain filled tears began leaking from her eyes and her body started to shake. A small part of her mind that sounded reassuringly like the Doctor whispered that she was probably going into shock.

She couldn't bring herself to move, but voices drew her attention and she tried to focus on what they were saying through the pain radiating through her.

""If you help us, we can stop all this... please!"

"I'm sorry..."

She recognised Tosh's voice, and whimpered slightly, wishing she could shout for the woman to run, but knowing if she was here it was probably too late for that. She heard the rustle of plastic and knew the woman was close, and Rose drew a shuddering breath as fresh tears escaped her.

"Tell us what these creatures are!" Tosh demanded, and Rose could hear someone else's panicked breathing with her and she half hoped it was Ianto so she knew he was alive, and half prayed that it wasn't so that he wasn't there with them, "Do they look like us?" Tosh asked, and Rose was screaming at the woman in her mind.

Didn't she know yet? Hadn't she worked it out? The monsters that were hunting them where the some of the most vicious creatures in the universe. Some of them, Rose knew, could give Dalek's a run for their money.

Simple humans.

"How else are we gonna look?" the man's voice came again, and Rose heard the technician gasp, before psychotic laughter began to fill the air. The man chuckling darkly, and the woman who Rose assumed had fetched Tosh and her silent companion, snickered along with him.

She heard a scuffle, and then a punch land before someone grunted in pain and Rose winced in sympathy, her own side throbbing at the reminder of the strength the man possessed.

"There are three more out there," the woman said a moment later, and Rose's eyes snapped open to stare at the blood splattered plastic surrounding her as the man replied softly.

"Not a problem," he breathed, seeming unconcerned at being outnumbered, which made Rose start to wonder just how many of them there were. Were they really outnumbered, or was it Jack and Gwen and Owen who had the odds stacked against them.

"How are they?"

"They're in a good state," the woman replied, and Rose could hear the grin in her voice, even as the man who'd been punched groaned in pain, and she recognised his voice. Definitely Ianto, and her brow furrowed as she tried to think of some way out for them as the woman continued to give her update, Tosh's cry of pain making Rose wince in sympathy.

"I think they're the best we've ever had..."

'What would the Doctor do?' she asked herself quietly, but for the first time in a long time, she didn't have an answer to that question. In this situation, what would the Time Lord do? Tied up, gagged, and about to be sliced into bite size pieces... She didn't have his sonic screwdriver to cut free from her bindings, she didn't even have her gun, and she couldn't use words like the Doctor, even if her tongue had been free.

Not having an answer to that question chilled her more than anything else, and Rose shivered violently as fear unlike anything she'd felt since last time she faced a Dalek took hold of her mind.

"Oh, I forgot to tell you... I went after that boy, but came back with something better," the man growled, and Rose moaned in pain as he suddenly appeared again, leaning down to drag her to her knees, on hand on her arm and the other stroking her blood streaked blonde hair away from her tear stained face.

He pulled the gag from her mouth and she drew in a deep lungful of air before meeting the terrified gaze of Tosh and Ianto.

"Fancy seeing you here," she tried to lighten the mood, but her voice was shaking and Tosh just shook her head in desperate denial.

"Rose..." Ianto choked, and she offered him a tight smile.

The woman was holding the man's hair, and forcing his head round, but it didn't look like Ianto planned on taking his eyes off her battered frame.

"Oh, look," the woman cooed patronisingly, and Rose smothered smart arsed comment. She could feel the blood soaking through her shirt from where the man had kicked her gunshot wounds and knew she looked terrible. She didn't want them as scared as she was right now, so forced herself not to break down.

She could do that later, in her room, with Jack, she told herself, refusing to consider the possibility that they might not make it out of this one alive. She still had to find the Doctor, after all.

"She's not a Rose, she's meat," the man holding Rose corrected Ianto firmly, slapping her cheeks as though displaying a cut on the butcher's counter in Tesco, Rose thought to herself, shuddering at his casual touch even as he pushed her roughly down onto her stomach, forcing her to twist her head if she wanted to keep Tosh and Ianto in view.

The man approached Tosh and Ianto, back to his cheerful self and seemed to try to reassure them with a hand on each of their shoulders, "I'm afraid, we're all just meat..."

With that, he and the woman left the plastic covered abattoir, and Rose rolled onto back, carefully sitting herself up, her back pressed to the improvised butchers counter as she panted through the pain, trying to ignore her bleeding side.

"Get ready to run," Ianto growled softly as he and Tosh climbed back to their feet, but Rose shook her head.

"I can't run, you go-" she tried, but they ran out of time for discussion as the two cannibals returned, the man holding a baseball bat that made Rose want to throw up.

"What are you going to do, put us on meat hooks?" Tosh demanded, and Rose had to admire the woman's guts, especially considering that it was looking highly likely that they would all end up on meat hooks before the sun came up, but their captors just laughed, before the woman moved away and the man came in, shifting the bat in his hands.

"No," he replied seriously, "not yet... you see meat... has to be tenderised," he explained, the bat and his free hand resting lightly against Tosh's chest and Rose growled protectively.

"Too scared to beat on someone who can fight back?" she snarled, and the man leaned round Tosh slightly to leer at her.

"Don't be too eager, I'll get round to you soon enough," he reassured and Rose couldn't quite smother a shudder as he moved onto Ianto, running his eyes over him before suddenly Ianto tipped his head back and swung it forward hard, head connecting with the cannibal's nose and Rose shouted at Tosh.

"Run, go, get the others!" she cried. Tosh hadn't hesitated, moving the moment Ianto had struck, but Rose's words followed after her out of the building, and the blonde just prayed it was enough to get them all out alive.

Their captor's caught Ianto before he could even get out of the front door, and the man knocked him down with one blow, keeping him there with a kick to the gut and Rose hissed, shifting over to Ianto's side and pressing her leg along his back, hoping the reminder that he wasn't alone would be some measure of comfort.

That comfort didn't last long though as moments after the man left the building, a huge machete in his hands, the butt of a shotgun connected with Ianto's head, then Rose's, and dark oblivion took her.

* * *

The trip between the Empire State Building and the theatre was taken at a run and Tallulah used her staff keys, that she'd found inside her coat, to get them inside without any unwanted attention.

The moment the doors were unlocked the Doctor took off through the building at a run and burst through the doors leading to the audience seating, running down one of the aisles while shrugging off his long coat.

"This should do it, here we go!" he shouted exuberantly, flinging his coat over the seats on his right, before moving left into the centre section and climbing onto the velvet covered seats, the screwdriver already in his hands and buzzing loudly into the dark silence surrounding them.

He could hear Tallulah complaining about the dark, and questioning their location considering the imminent Dalek invasion, and he once again reminded himself that there wasn't enough time to explain his plan to the humans around him.

Tongue pressed against his teeth, the Doctor aimed the sonic around the theatre, adjusting the settings to make sure that the signal was being broadcast in every direction. He had to make sure that the Daleks came for him before they launched their attack on the city, and not after.

"Doctor, what's happening to 'im?" he heard her ask, and smothered a sigh. No time, Time Lord, he thought to himself as the sonic began beeping at him.

"Not now, Tallulah, sorry..." he told her firmly, but it only drew Martha's attention and he frowned.

"What are you doing?" she asked him quietly, the room was made to carry sound and the Doctor knew everyone had heard her question and that everyone would hear his answer. That made explaining anything to Martha that much more difficult as well.

"If the Daleks are going to war, they'll want to find their number one enemy," he told her, keeping his voice light despite the echoes of screams erupting inside his mind, finally finding just the right frequency on the sonic he aimed it above his head, hoping the Daleks were smart enough, or stupid enough, to follow it. "I'm just telling them where I am, meantime, you need to get out of here," he added and he saw her jaw drop from the corner of his eye.

"I'm not leaving you!" she argued stubbornly, arms crossing over her chest and the Doctor couldn't stop a soft growl of frustration, his dark eyes turning on Martha and he stepped down off the theatre seat, sonic still buzzing away in his hand.

"I'm telling you to go," he ordered firmly, "Frank can take you back to Hooverville."

"And I'm telling you, I'm not going," Martha responded, eyes flashing but they had no effect on the Doctor.

"Martha, this isn't a discussion, it's an order!" he almost shouted, watching her reel back and her own anger flare in response.

"What are you then? Some sort of Dalek?" she demanded, and her words felt like she'd managed to kick him in his respiratory bypass as the air seemed to leave the room.

 _"It couldn't kill Van Statten, it couldn't kill me. It's changing._

 _What about you, Doctor? What the hell are you changing into?"_

How did facing the Daleks always turn him into this, he wondered. He'd thought he was better than the soldier the Time War had turned him into, but the first time he met them again without Rose there to balance his darkness and he'd reverted once more.

He felt sick.

The Dalek's didn't leave him much time to contemplate the thought though as with a loud crash the human Dalek's suddenly marched through the doors and then it was too late for Martha to leave, even if he'd been able to convince her.

Tallulah was gasping, meaningless words filling the air as she fought admirably not to panic, and Laszlo stood to stand between the shaking blonde and the emotionless faces surrounding them.

Quickly, before it could be considered a weapon, the Doctor stored the sonic screwdriver inside his jacket and watched the human Daleks stalk single file down the aisle on each side of the room, boxing them in.

"Humans with Dalek DNA..." Martha breathed, torn between amazement and horror, and Frank made a move to run but the Doctor grabbed him quickly. Their panic driven response to fight or run had been part of the reason he'd wanted them to leave.

"It's alright, it's alright," he told them all quickly, "just stay calm, and don't antagonize them," he instructed, hoping that for once the humans would do as they were told.

He stared around the room with eyes wide and dared to hope that his plan had worked because if not then the Time Lords were about to become well and truly extinct.

"But what of the Dalek masters?" Laszlo asked, his voice agitated as he cradled Tallulah to him protectively, "Where are they?"

The Doctor found he didn't need to answer Laszlo though because almost as though they'd timed it, as the man finished speaking the theatre stage exploded, spraying wood and metal across the room and all five of them took cover between the rows of seats.

One of the girls screamed, and the Doctor had to push Frank down, the teenager frozen in fear at the resounding explosion, but the Doctor knew he couldn't stay hidden and slowly raised his head above the edge of the seats.

Eyes narrowing to peer through the smoke, his hearts began to beat faster as adrenaline flooded his system, and his hand tightened around the top of the seat in front of him when he spotted Dalek Sec. Chained between the two pure Daleks and being forced to crawl like a dog, it made the Doctor's blood boil, his burning fury rise higher and he reluctantly forced himself to tightened the mental chains around the oncoming storm, the memory of Rose and Martha's words still whispering in his mind.

He shot glances at the human Daleks but when they made no move to advance the Doctor rose slowly to his feet once more. The humans began to copy him, more cautious in their movements, but the Doctor couldn't spare them any attempts at reassurance, his frame tensing as he waited for the Dalek's next move.

"The Doctor will stand before the Dalek's!" one of them shouted it's order, and the Time Lord braced himself with a deep breath, feeling more than ever like he was walking towards his own execution, but he placed one Converse covered foot on the back of the seat in front of him, and pulled himself up onto it.

He walked across the backs of the seats easily, the extra height allowing him to stare directly into the blue eyestalks instead of gazing up at them, and four rows forward he came to a stop, spine straight and arms at his side, for once in his life, silent. The wrong word at the wrong moment now could mean the end of everything, he had to be careful, balance the Dalek's need to kill with their ego and pride if they had any chance of getting out of the theatre alive.

"You will die, Doctor. It is the beginning of a new age," the Dalek on the right informed him, before the one of the left picked up the declaration.

"Planet Earth will become New Skaro!" Left Dalek shouted, and the Doctor felt his chin raise as he stared them down defiantly.

"Oh, and what a world," he said, voice firm, strong, dripping in sarcasm that the Daleks would not detect, and all of it an act, a mask to hide the utter fear and hate roiling in his mind, "with anything just that slightest bit different ground into the dirt." he growled, before pointing at the breathless chained new being crouched on his hands and knees between the pure Daleks.

"That's Dalek Sec," he reminded them, "Don't you remember?" He knew they did, their memory banks weren't the problem, but these new human Dalek's hadn't known that, and he had to remind himself over and over that his words weren't for the pure Daleks gazing back at him on the stage.

"He's the cleverest Dalek ever and look what you've done to him... Is that your new empire, hmm? Is that the foundation for a whole new civilization?"

Nothing about the Dalek's was civilized, he screamed in his mind, but he was carefully selecting which words to speak aloud, like a florist picking and choosing only the best blooms for a bouquet.

He briefly spared a momentary though on wishing he could let Sec know of his plans but regardless, when the Hybrid spoke, the Doctor couldn't have crafted a better speech if he'd tried.

"My Daleks, just understand this. If you choose death and destruction, then death and destruction will choose you..."

"Incorrect. We will always survive." the Dalek on the right stated firmly.

"Now we will destroy our greatest enemy; the Doctor!" Left Dalek shouted, and the Time Lord felt his shoulders tense, and ground his teeth together. After all the years of the Time War, and all the deaths he'd caused and stopped, was he really going to end up murdered? In a theatre? In 1930? By a stinking Dalek?

"But he can help you!" Sec tried to convince them again, but the denizens of Skaro had deemed him the Oncoming Storm for a reason, and their hatred of him was ingrained far too deeply for a pure Dalek to accept his help.

"The Doctor must die!" Left Dalek declared.

"No, I beg you... don't!" Sec pleaded, but the Doctor fixed his unwavering gaze on the Dalek to his right, watching the gun twist towards him, and the familiar battle cry rang in his ears.

"Exterminate!"

He sucked in an sharp involuntary breath as his whole frame braced for the agony that was about to encapsulate his world, and his only hope now was that they wouldn't fire again before he had a chance to either regenerate or convince the human Dalek's to stop blindly following orders.

His jaw fell open in shocked horror, however, when Sec all but threw himself in front of the Dalek ray, screaming in agony as he dropped to the ground dead, and the Doctor shook his head, disgust crawling over his skin.

He had to turn this around quickly, they'd already tried to shoot him once, and he mentally apologised to Sec for the way he was about to use his sacrifice, but with any luck that sacrifice wouldn't be in vain.

"Your own leader," he said slowly, letting his distaste leech into his words, as stared at them a moment, feeling a stab of pain at the loss of life, and this time fresh new life, "the only creature who might have led you out of the darkness and you destroyed him," he said slowly, not needing to feign the disbelief in his voice.

That Sec had given his life for the Doctor to survive was the final piece of proof that the humanity had scorched out the Dalek in him, but the Time Lord couldn't spare the time to mourn the might-have-beens, as potential timelines shattered inside his mind. It did, however, give him a sliver of confidence that his own plan might just pan out.

"Do you see what they did? huh?" he continued, turning to stare around the room at the human Dalek hybrids, and they weren't staring at Martha, Frank, Laszlo and Tallulah now. They weren't even watching him, all eyes were on the Dalek's, "you see what a Dalek really is?" he prompted.

He turned back to the pure Dalek's on the stage, tilted his chin up once more in defiance of them. That was all the time he could waste, all the time he could eke out for the DNA in the new hybrids to mutate. He'd set the trap and now it was time to bait it, with the only bait the Dalek's might take.

"If I'm gonna die, let's give the new boys a shot, whaddyah think, eh?" he goaded. At least if this didn't work, he allowed himself a moment to contemplate that he wouldn't be killed by a pure Dalek, but something new and different, and that was all he could hope for.

"The Dalek humans; their first blood," he could tell from the way the Daleks had remained silent that they were considering the request, and he spread his arms wide, once more making himself a target and inviting death to him, "Go on," he snarled, letting his anger and rage keep his muscles locked, "baptise them!"

"Dalek humans, take aim," the Dalek on the right ordered, and he fought to keep his breathing steady as his hearts began speeding up at the sound of every weapon in the room being prepared to fire, but the Dalek's took too long, and he could feel the fear fighting back against his anger, urging him to run.

"What are you waiting for?" he demanded, "Give the command!"

The Dalek's didn't hesitate again, and the Doctor sucked in a deep breath, braced for the death he was half convinced was about to reign down upon him, and summoned memories of Rose into his mind, a shield and a balm.

"Exterminate!"

 _"I love you," she'd said, and despite her tears the words were strong, fervent, and utterly undeniable._

"Exterminate!"

 _"I want that suit back in one piece," she'd told him, her tone playful, but her eyes said that he'd better be in one piece inside of that very same suit._

"Obey! Dalek humans will obey!" came the cry, but the Doctor still didn't dare move. The new hybrids were clearly thinking, but what decision they would come to was still undetermined.

 _"If I believe in one thing... I believe in her," he'd said..._

That still held true. If his fate hung in the balance, then he would tip that balance in his favour with memories of her.

"They're not firing..." he heard Martha whisper, confused amazement in her voice, and the Doctor had the hysterical urge to laugh and cry when he heard Martha's shocked realisation.

"What have you done?" she asked, but the outcome was still being decided, and he just waited, Rose guarding his mind even as he offered up his body as a sacrifice.

 _"I made my choice a long time ago, and I'm never gonna leave you," she'd said..._

Less than thirty minutes later she'd been forced to break that promise, or so he'd thought, but there she was, inside his head, and he realised that remarkable pink and yellow human had been right all along.

"You will obey. Exterminate!"

"Why?" one of the new hybrid's asked, and the Doctor let his head turn slowly to stare at the one who'd spoken.

"Dalek's do not question!" came it's shouted response, and slowly the Doctor let the memories settle back into his mind as hope sparked and he watched the confusion building in the eyes of this bright new creature, full of potential.

"But why?" he asked, and the Doctor fought the urge to giggle at such a childlike question. He wanted to marvel in this new life form standing so close to him, but the Dalek's were so very good at destroying anything good.

"You will stop this!"

"But... why?" the hybrid asked again, this time his gaze turned to the Doctor and the Time Lord wanted desperately to answer him, to teach him, to show him so many things, but these marvellous new life forms had to make this choice themselves. They had to choose between mercy and murder without his guidance.

They were less than an hour old and already they'd witnessed death and destruction, but with his own actions they'd also seen sacrifice and so he waited, holding the man's eyes with a firm and patient gaze, arms now hanging loosely at his sides, and the memories of Rose held close in case he needed them once more.

"You. Must. Not. Question!" the Dalek ordered, and if it hadn't eradicated any emotion beyond hate, the Doctor would have said there was a thread of frustration in its mechanical voice.

"But you are not our master," the man said, turning back to the Dalek, and the Doctor fought back a grin. They'd communicated silently, and this one spoke for them all, "and we..." he hesitated a moment, and the Doctor held his breath, "we are not Dalek's."

"No you're not," the Doctor agreed softly, joy and a tendril of triumph gathering in his voice as the man turned back to him, "and you never will be," he told him, voice gentle, before he drew a steadying breath and turned back to the only threat in the room, the two Dalek's on the stage.

"Sorry," he told them, lying through his teeth. He wasn't sorry in the slightest and it was worth every moment of pain from the headache still throbbing behind his eyes, "I got in the way of the lightning strike," he almost sang, fighting a manic grin. They weren't safe yet, after all. Two Dalek's were still more than enough to kill him.

"Time Lord DNA got all mixed up," he added, unable to resist taunting his oldest enemies as they stayed still and silent on the stage as though struggling to understand how their master plan had gone so very very wrong, "Just that little bit of freedom," he finished with a wink.

"If they will not obey, then they must die!" stated the Dalek on the right, and it sent out two shots from it's weapon at the one who had been questioning it, without even it's customary battle cry.

"Get down!" the Doctor shouted over the screams, diving to the floor and hoping that the humans had been fast enough. Time Lord DNA or Dalek, both species would fight if threatened, and the hybrid's had the same ray guns as the pure Dalek's.

As chaos erupted above his head the two pure Dalek's began shouting over and over, but they were sorely outnumbered and it was a matter of moments before both of the pure Dalek's exploded, and the weapon fire stopped.

"It's alright, it's alright," the Doctor said softly as he bounced back to his feet, looking around the room at the dead hybrid's and the ones still alive and he could feel his smile slowly emerging from behind the storm that was receding back into the depths of his mind.

"It's all right, you did it... you're free," he told them, eyes growing tender as he stared out at the closest thing in the universe to his own people. His mind was already surging forward, the Dalek in Van Statten's basement and Sec had continued to mutate after the initial introduction of an alternate DNA strand, and he couldn't help but wonder at what these new creatures might become.

Did they have two hearts or one? Their bodies were originally human, did they retain the human's senses or were there more like a Gallifreyan, or less like a Dalek? They could clearly communicate amongst themselves, but was that the Dalek hive mind, or a manifestation of the Time Lord telepathy?

He gazed at them in wonder and amazement and a dash of joy, and he watched them watch him, curiosity and intelligence growing in their eyes by the moment, and the weapons in their hands lowered, slowly, as they began to realise that he wasn't going to attack or hurt them.

One more time though, the Doctor felt his hearts constrict as he watched the men and women around him suddenly clutch at their heads and start screaming. Pain filled his own mind as he realised what was happening a moment too late to draw the sonic and try to stop it.

"No! They can't! They can't! They can't! They can't!" he cried out, and he didn't think that a shot from the Dalek's weapons could have hurt him more as he felt the timelines shatter, billions of potential futures fracturing and disappearing into the ether of his mind as he knelt beside one of the new beings and stared down at it's dead body in horror.

"What happened? What was that?" Martha asked, her voice betrayed her own shock at the death now surrounding her.

"They killed them," the Doctor gasped out an answer for her, eyes staring blankly as he struggled to come to terms with the sudden loss. The world spun around him dizzily as time reorganized itself to account for the loss of an entire species. A brand new race full of thousands of years of potential snuffed out.

Overcome with hope, joy, wonder and amazement at these beautiful new creatures, he'd forgotten the pure and unadulterated ruthlessness of the Dalek's. Forgotten that there was still one unaccounted for. Forgotten, and that mistake had been a costly one.

"Rather than let them live, they just destroyed them... An entire species... Genocide..." he explained, voice growing darker as he spoke, grief colouring his mind and darkening his eyes.

"Only two of the Daleks have been destroyed," Laszlo reminded him quietly, "one of the Dalek masters must still be alive."

Did Laszlo think he hadn't worked that out? The Doctor wondered, but now that his mind had been turned from grief to focus on the last remaining Dalek he found the storm in his mind rising once more, darker and more furious than it had been since he'd worn leather and boots with large ears.

"Oh yes," he growled, rising to his feet slowly, "in the whole universe." He moved to pick up his coat from where he'd thrown it and slid it over his suit, suddenly feeling the need of it's reassuring weight and warmth.

"Just one."

* * *

Rose came back round slowly, every part of her hurt now. Her arm, her side, her head. She could hear voices talking, and laughter, and if it weren't for the god awful stench surrounding her with every breath she'd have thought the last day nothing more than a vivid nightmare.

Slowly her eyes opened, wincing at the harsh light, and she shuddered at the feel of fresh and dried blood clinging to her skin, trailing across her body.

Looking round she spotted Ianto, still out cold and began searching the room with her eyes for something she could use to cut her bonds. There were more people in the other room now and Rose was reminded of how empty the village had been.

The whole village must have been part of it all or else it would never have stayed a secret, she realised suddenly. Someone would have discovered something, raised the alarm, alerted the police, and Rose shivered again at the thought of a whole village of cannibals.

It wasn't even as though she could justify the behaviour in her own mind by saying it was because they were another species. An alien. Part of their culture. No, these were just sick and seriously damaged human beings.

The door suddenly crashing open makes her jump and she whimpered as pain exploded through her whole frame at the movement, and then let out another pained groan as she spotted Tosh, Gwen and Owen being pushed into the living room just beyond the plastic barrier that marked the edge of the slaughter room.

"Who are these people?" Tosh asked, and as Rose struggled to sit up again, she could feel her muscles trembling with pain and the effort of moving through it.

"This is our village!" the woman who had knocked Rose and Ianto out told them with a soft giggle.

"The villagers are dead!" Gwen shouted, her voice shook and Rose could see her whole frame trembling violently from where she sat, but her shout only made the group laugh again and Tosh shook her head.

"No, they're all involved... They've all been doing it," she gasped, finally beginning to wrap her head around the nightmare they were standing in the middle of.

"This is our harvest," the man who seemed to lead them said slowly, as though explaining to a small child, and the simplicity of the statement alone had bile rising in the back of Rose's throat, and Gwen let loose a sound that was somewhere between a terrified laugh and a sob of fear.

"Only in the bloody countryside," Owen sneered, and despite the terror running through her, Rose couldn't stop herself smiling at the man's words, "you sick fuckers."

She knew his words wouldn't help them, but somehow just hearing someone condemn their actions helped bolster Rose's own courage.

Gwen screamed as all three were dragged into the slaughter house, and she was thrown against the back wall while Tosh and Owen were made to kneel. Seeing Rose, Gwen wrapped her arms around the blonde, crying, and Rose let her, glaring up at the ringleader defiantly as she forced a mask over the agony Gwen's tight hold was igniting.

"Are you ok?" she asked as the man moved away, and Rose tightened her lips into a grimace.

"Been better," she admitted weakly, turning her eyes on Owen and Tosh.

"Where's Ianto, what have you done with him!" Tosh shouted, but before Rose could reassure the woman, the ringleader was picking up Ianto's unconscious form, grinning as he showed off his blood soaked face. Rose suspected the blow to her own head had made a similar mess.

"Wake up, man," the cannibal growled, slapping Ianto until his eyes snapped open with a shocked grunt, coming face to face with Owen and Tosh.

"Time to be bled!" the man sang softly, and Rose watched her team freeze in shock and horror and fear as their reality began to sink in.

"Like veal," the man continued, and Ianto began sobbing, "It takes a long time but it definitely makes the meat taste better.

"No," Rose growled, and the man turned on her, picking up a large butcher's knife.

"No?" he repeated and Rose struggled to her knees, pushing Gwen off her.

Jack was still out there, Rose knew he wouldn't be giving up on any of them, they just needed to buy the Captain enough time.

"Owen's right, you're all just sick twisted bastards," Rose snarled, frame shaking as all eyes landed on her, "Too weak and cowardly to take any of us on in a fair fight," she continued watching the amusement in the man's eyes grow cold and anger take their place.

"Standing toe to toe with you, uninjured, I've have our positions reversed in under a minute," she goaded, and she heard Owen drawn a hissed breath between clenched teeth as the leader backhanded her, sending Rose flying back to the ground, but she didn't stop, rolling onto her back as he approached.

"You're nothing! Worthless scum from some shitty little countryside village! I could have you wiped off the map and no one would even know you were gone!" Rose continued baiting the man, but despite her facade of bravery, when his fingers wrapped in her hair and he pulled her up to hold the butcher's knife against her throat, she couldn't stop a soft cry of terror escaping her lips, and floods of unstoppable tears leaking from her eyes.

"I could make this painless, but I think I'm going to enjoy making you suffer first," the man drawled quietly. The room was silent with shock and everyone could hear each syllable the man breathed into her face and every one of Rose's shaking gasps for air between smothered sobs.

In that same silence the cutlery on the living room table began to shake and tremble, rattling against each other as something approached the building.

The man threw Rose to the floor with a growl, "what now?" he demanded, and the villagers moved to one side of the barn, weapons aimed at the door as Owen made use of his unrestrained hands to help Rose off her stomach and into a sitting position again.

"You crazy bitch," he muttered, letting the blonde lean against him, as they all turned to watch whatever was making the loud rumbling sound that so concerned the villagers.

"Jack," Rose whispered, drawing Owen's gaze for a moment, before he realised what she meant and tensed an anticipation.

"What the fuck?" the cannibal leader muttered before the entire front of the barn caved in, a tractor ploughing through the rotting wood, and chaos erupted inside the building as gunfire rang out loud and fast and the captured Torchwood team ducked low to the ground, taking cover so that Jack knew who he was shooting at.

In what seemed like seconds and hours all in the same moment, Jack had managed to incapacitate every member of the village, and Rose stared at him for a long moment before remembering that only days before she'd playfully called him her hero.

She spotted the movement of someone in a Police uniform reaching for a gun and sucked in a breath to shout and warn her friend, but Jack had already see the danger and growled, bouncing on the balls of his feet, ready to move and react at a moment's notice.

"Oh really?" he shouted, and it was clear he had no patience left as he raised his pistol and pulled the trigger without an ounce of hesitation, the bullet shattering the man's hand and he recoiled with a shout of pain.

Seeing everyone down, Owen had already untied Tosh and was working on Rose while the technician moved to help Gwen free Ianto. Leaning down and picking up the ringleader by his collar, Jack pressed his gun under the man's jaw with a dark snarl plastered across his face and Rose pulled her hands free from the loose rope quickly, stretching a hand out as though she could stop Jack from across the room.

"No... Jack, don't do it," she pleaded, tears tracking their way down her face and she seemed unable to stop her eyes from producing fresh tears. Her hands shook and he didn't even look at her when he answered.

"These people don't deserve warnings!" he shouted back, fury in every line of his body.

"No, they don't... I've seen monsters Jack, but these people are something else..." he looked up at her shaking voice then and she watched his own hand shake as his anger blazed higher.

"Don't become like them, Jack," she whispered, "please, don't let them win like this..."

There was a long moment of silence before Gwen staggered over to kneel beside the Captain, her hand on his shoulder, and her own voice shaking.

"Let me question him?" she asked, and Jack's eyes flicked to Gwen before returning to Rose as he frowned, "I have to understand... I want to know why, otherwise this? This is too much..." Gwen explained her voice breaking and Rose saw Jack's jaw tighten.

"They're injured," Tosh said, "They need to go to a hospital, not be questioned."

Rose didn't think they deserved a hospital before being questioned, but she was still in a staring contest with Jack, and although she knew he was listening to the words around them, she also knew if she looked away he would pull the trigger. If she gave him a single moment without being witnessed he was just angry enough to take the shot.

"Owen, you can control the bleeding and then phone the police," Gwen insisted, before returning her focus on the American, "Jack, please, give me an hour with him. Don't tell me you don't want to know too?" she asked, and the hand resting on his shoulder tugged at him gently.

Rose saw the shaking in his frame increase as he fought with the dark desires whispering in his mind, before he lowered his eyes from hers and pulled back the gun, shoving the man to the floor in disgust, and surrendering to his team's wishes.

* * *

"The whole village was involved?" Gwen asked a short time later. The cannibal leader, a man now known as Evan, sat handcuffed on one of the pub chairs staring blankly at the wall.

At her words he blinked slowly, eyes moving to Gwen's blood splattered face and answered slowly, his voice a casual drawl.

"Every generation. Our tradition." Evan confirmed, eyes sliding back to the stone wall, the slump of his shoulders made Rose think of her cousin's when they'd had a toy taken away from them, and she swallowed hard, and grasped Jack's hand in her own, appreciating the reassuring squeeze he gave her in return.

They were seated off to one side, observing Gwen's interrogation in part for moral support, in part to stop the monster trying anything.

"Once a decade," Evan continued, glazed and distant eyes once more fixed on the stone wall "target those travelling through, those most likely to disappear..."

"And butcher them," Gwen finished, not even bothering to keep her disgust from her face, and Evan's eyes slid back to her again, not bothering to defend his actions. They'd known what they did was wrong and twisted, Rose realised, they just didn't care.

"What sort of people are you that you wake up in the morning and think, 'this is what I'm going to do'?" Gwen asked.

Her question got no answer though, and the way the man shifted his jaw and sniffed disdainfully said louder than anything else what he thought of them. That he believed so strongly that they didn't deserve such an explanation hit Rose like a physical blow, and she realised for the first time that this man honestly believed that he owed them an explanation as much as a farmer owed one to his cow.

"Why'd you do it?" Gwen asked, her voice low and quiet, but her stare never wavered, and Rose had to hand it to the woman, not sure she could have made herself meet and hold Evan's gaze after the night they'd just been through.

The man didn't give Gwen an answer though, keeping his lips sealed tight, and Rose could feel herself tensing. He knew that Gwen wanted, even needed an explanation, and so she could see that he was willing to deny the woman that just because he could, but Gwen continued prodding at him, her voice soft and relentless.

"Come on... Make me understand," she challenged, her tone daring him to try and convince her.

"Why do you care?" Evan asked, features still unmoving, and Gwen leant forward towards him abruptly, eyes flashing, and Rose couldn't help the flinch at the sudden movement. Jack straightened in his seat beside her, but neither interrupted their friend.

"I have seen things you would never believe, and this is the only thing I can't understand," Gwen all but hissed at him, but Evan just seemed amused, turning that deceptively gentle grin that sent shivers up Rose's spine on Jack for a long moment, before turning back to Gwen, the grin sliding into a supercilious smirk.

"So keep on wondering," he told her smugly, like a shark sensing blood in the water. He knew he had something she wanted, and Rose could see the pleasure he was getting in denying Gwen her answers and Rose had to look away, standing from her seat and turning her back on them even as Gwen's control snapped and she began shouting at the man, demanding her answers.

"Tell me! I need to know why!" Gwen shouted, and Rose heard Jack rise to his feet as well, but instead of moving away, he moved towards the pair, and Rose wrapped her arms around her waist, being careful of her gunshot wounds, but feeling the sudden need to hold herself together.

"That's enough. Time to go." Jack said firmly, but Evan's voice moved through the stale air in the room again.

"I'll tell you something, if you let me whisper..." the monster offered Gwen, and Rose spun to stare at him wide eyed. Jack grabbed a handful of Evan's jacket at the scruff of his neck, ready to haul him from the room, but Gwen slammed her hand on the table and the Captain froze.

"Gwen..." Rose warned softly, but the brunette ignored her and Rose heard her mutter a soft affirmative, and despite her better judgement she moved the stand beside Jack as they waited for Evan to reveal his motivations to Gwen.

Rose didn't want to know his reasons. She didn't care what he'd told himself to justify the nightmare they'd experienced, and her heart broke for all their many victims, but something made her strain her hearing as he leant towards Gwen. Something made her utilise the enhanced senses she'd gained from her time inside the void to make out the words Evan whispered oh so softly into Gwen's ear.

"'Cos it made me happy."

Rose knew Jack was dragging the now grinning man from the pub, but she paid them no attention, too busy searching out the nearest place to throw up.

* * *

 **A/N:** _I want to ask you your opinions. When it comes time to write the Human Nature/Family of Blood episodes, what are your preferences?_

 _1)Stick to following what happened in Cannon as close as I can, with the obvious addition of Rose._

 _2)Keep it in the same Place/Time period, but change Martha's Role (Because the Tardis wouldn't feel the need to protect the Doctor from her advances by making her a maid now that Rose is there)_

 _3)Change the Time/Place entirely so it's a completely new adventure_

 _I can write any of the above options, I'm just not sure which you guys would prefer to read, so lemme know. We've got a ways to go yet, but I figure better get some opinions in now so I can turn some idea's over in my head for a bit, and if you have any idea's of your own you want to throw at me feel free. No promises that I'll pick them up, but it's always worth a try, right? :D_


	12. Sidelined

**A/N:** _So, I know some of you have been getting a little frustrated with the Doctor Who Episode rewrites, which I totally understand, so it's a good job that this is pretty much the point at which things begin to change. There's no Rose/Doctor reunion until the next chapter, but about halfway through this chapter is where I start adding/manipulating the Doctor's timeline a bit more. Enjoy!_

* * *

The Doctor had moved back through the sewers to the genetic laboratory in the base of the Empire State Building at a steady pace, and while he wasn't running this time his long legs carried him swiftly towards the last Dalek and it wasn't long before his strides left the humans behind.

When he walked back into the lab once more he was alone, and somehow he found that fitting. The last Time Lord facing the last Dalek alone.

He found it wired into a control mainframe and felt himself come to a stop, the silence holding for a long moment as Time Lord and Dalek stared at one another. One more Dalek and the Time War would end once and for all, but the Doctor didn't know if he could destroy an entire species. Not even the Dalek's. Not again.

 _No more death_ , echoed around his mind. _No more_.

"Now what?" he asked, his voice oddly calm considering the maelstrom inside his head and the myriad of emotions he'd cycled through since landing in 1930. He stood facing the Dalek with his legs tensed and arms at his sides, ready to dodge, ready to run, ready for everything and not ready at all for what might happen next.

"You will be exterminated!" came the anticipated reply, and he couldn't stop the nonchalance in his answer, having heard the cry one too many times that day already.

"Yeah, yeah, yeah, yeah, just think about it, Dalek... What was your name?" he snapped, glaring across the room, his expression demanding an answer.

"Dalek Caan."

"Dalek Caan," he repeated, pushing back his coat just enough to slide his hands into his trouser pockets, and one determined step at a time, the Doctor forced himself to walk towards his living nightmare. "Your entire species has been wiped out... and now the Cult of Skaro has been eradicated... leaving only you," he told the creature, his voice cold. He couldn't lie to himself, there was a small dark corner of his mind that wanted Caan to feel as alone as he did, and he hated himself for that.

Coming to a slow stop before the Dalek, he drew a steadying breath before continuing, and forcing himself to live up to his name, ignoring the worst parts of himself. "Right now you're facing the only man in the universe who might show you some compassion," he warned, hating himself for this too because what kind of man forgave the kind of atrocities that the Daleks had committed?

Dalek Caan was clearly listening to him though, the eyestalk whirring and turning left and right as it seemed to seek a way to escape, but it was still wired into the control unit, and without additional Dalek's to disconnect him, Dalek Caan was going nowhere.

"I've just witnessed one genocide," the Doctor told him, before shaking his head, grief at the loss of those part Gallifreyan people filling his eyes, "I won't be the cause of another."

He swallowed, forcing the next words past his lips, and hoping he wouldn't regret this decision, he offered the last Dalek one final chance.

"Caan, let me help you. What do you say?"

"Emergency temporal shift!" Dalek Caan shouted, and the Doctor let loose a loud and furious shout of denial, lunging for Caan but he was too slow, and the Dalek disappeared into the vortex.

The Dalek had been silent and let him talk and talk to gather enough energy for the shift, he realised and that self hatred settled into the Doctor's hearts just a little deeper as he stared down at the now disconnected wires.

"Doctor!" he heard Martha call, and closed his eyes, pushing back the anger that he knew would be sparking in his eyes right now, and he let his hands uncurl from the tense fist's they'd formed as his anger at himself and the Dalek raged.

"Doctor!" Martha shouted again, and he turned, jaw tight, to see the medical student and Tallulah almost carrying Laszlo into the lab between them. "He's sick," she called over, seeing that she had his attention and the Doctor pushed his mind onto the next task.

He quickly moved towards the three of them as Laszlo's strength finally failed and he collapsed to the floor, struggling for breath, and Tallulah went down with him, cradling the man in her arms.

Martha waited until he crouched beside them, forearms on his knees and fingers linked together loosely before she gave him any more information. "It's his heart, it's racing like mad, I've never seen anything like it..." she told him swiftly, and the Doctor fought the urge to roll his eyes.

She'd never seen anything like it because she'd never encountered a human-animal gene splice before, but he didn't bother answering her, his eyes running over Laszlo's form while his mind threw together several dozen chemical solutions that might stabilize the man's state.

 _No more death_ , his mind whispered again. Pleaded. _No more_.

"What is it, Doctor? What's the matter with him? He says he can't breathe, what is it?" the showgirl asked, tears in her voice as she gazed at him desperately, her eyes wide and terrified and the Doctor felt his throat tighten as his mind raced faster for an answer to Laszlo's predicament.

"It's time, sweetheart," Laszlo gasped, and Tallulah shook her head, not understanding or not willing to understand.

"What do you mean, time? What are you talking about?" she asked tearfully, and Laszlo struggled to get enough air to answer her.

"None of the slaves survive for long, most of them only live for a few weeks..." he told her, and the Doctor brought his clasped hands up to his face, frowning over his knuckles at Laszlo as he mentally discarded another potential compound as a failure.

There had to be a way to stabilize the man, he knew there had to be, but it was a matter of finding the correct combination in time and he frantically pushed more and more calculations through his mind.

"I was lucky," Laszlo continued, "I held on because I had you," he explained, offering her a weak smile, adoration written all over his face as he gazed up at the blonde, "but now... I'm dying, Tallulah..."

"No you're not," she told him sharply, tears beginning to leak from her eyes, "Not now, after all this!" and then she turned on the Doctor, face crumpling in unrestrained grief and fear.

"Doctor, can't you do sumthin'?" she begged, and he remembered that this woman had stared out the oncoming storm, been willing to march into the dark sewers alone for this man and faced Daleks with less fear than was in her eyes right now.

"Oh Tallulah with three L's and an H," he breathed, finally beginning to narrow down the list of ingredients and materials he needed as he answered her, voice determined, "just you watch me."

No. More. Death. Not today.

"What do I need?" he shouted, throwing off his long coat to free up his movements and letting his eyes seek out the materials he'd isolated in his mind, "Oooh, I don't know, how about a great big genetic laboratory? Oh look, I've got one!" he announced, bouncing on the balls of his feet as he prepared to save Laszlo the only way he knew how; at the last minute.

Grabbing a tray of chemicals and starting to mix them, he let his mouth have free rein, babbling a mile a minute, giving all of them something else to focus on, "Laszlo! Just you hold on... There's been too many death's today," he declared, mind buzzing, ordering his hands to stir and shake and pour, throwing together the life saving solution while he gave a hope raising speech Rose would have been proud of.

"Way too many people have died. Brand new creatures," he said, thinking of the Gallifrey-Dalek-Humans, "Wise old men," he continued with Solomon smiling in his mind, "and age old enemies," he finished, grimacing at the memory of the Dalek's exploding, "and I am telling you, I'm telling you right now, I'm not having one more death! You go that! No more. Not one!" he shouted, filling a syringe with the bubbling and smoking formulae he'd mixed together and marching over to the failing man.

"Tallulah, out of the way," he ordered, unable to resist a well placed pun, despite the seriousness of the situation, "The Doctor is in."

* * *

Once the Torchwood team returned to Cardiff Jack gave all of them a few days off, and Rose promptly disappeared.

Considering she lived in the hub with him it was the last thing Jack had expected, and yet it still took him three days to track her down and only then because the small blonde turned her phone back on, letting him follow the signal to one of the Captain's favourite rooftops.

When he stepped onto the roof to see her leaning against the waist high barrier around the top of the building, something loosened in his chest that he hadn't even realised was tied up in knots.

He could tell that she'd heard him, but Rose didn't turn away from the pale pink light just beginning to glow on the horizon signalling the imminent sunrise to mark a new day, and Jack slowly moved to stand beside her, not daring to take his eyes off the woman's back in case she disappeared on him again.

"Rose?" he called, and she half turned her head, acknowledging his unspoken questions.

"I'm sorry, Jack," she offered quickly and when he reached her side, leaning against the same wall as he stared down at her, she met his eyes, her expression sad, "I couldn't... I needed to remember that we're not all like that," she admitted, her eyes returning to the skyline and Jack frowned.

"What do you mean?" he asked softly, and Rose swallowed hard.

"Humans... day in day out you see the worst of us, it's easy to see the worst of us, you don't even have to look further than the news or a local paper" she explained, "Rape, murder, violence, hatred, prejudice in one form or another... and then that village..." she shook her head and Jack saw her frame shudder at the memories.

"The only thought running through my head was why the Doctor wastes his time saving us so bloody often," she growled, frowning out at the sky now, and Jack sighed, rubbing his eyes wearily.

Rose continued though, explaining to her friend why she'd left for three days without a word or a phone call. Not even so much as a text message.

"I had to go and find something to remind me why we're worth fighting for," she admitted, "something that made everything seem a little less pointless."

"What did you find?" Jack asked softly, knowing that if she'd found nothing, she wouldn't have come back. He was curious too, about what kept her inner fire glowing, and she turned to face him properly then, giving him a genuine smile and her eyes softened, losing their haunted look.

"Chips," she said quietly, and Jack frowned, confused.

"What?"

"I went down to London," she explained, laughing lightly at the bemused expression on his face, "I bought a tray of chips, and I stood in the middle of Trafalgar Square eating that stupid tray of chips, and do you know what I saw?" she asked him, waiting until Jack shook his head before she leant her shoulder against his side, and tugged his arm around her.

"People," she continued, letting her head rest on his shoulder as she spoke while watching the sun begin to rise. "I saw normal human beings getting up, going to work, eating lunch. I saw kids feeding pigeons and a young man buy a homeless girl lunch. I saw laughter and kindness, and love."

Jack stared down at the woman who was the closest thing he was ever going to have to a sister, and tugged her tighter against his side, pressing a kiss to the top of her head.

"You never cease to amaze me, Rosie," he murmured into her hair and he heard her laugh softly, before he growled at her in frustration, "but if you ever scare me like that again I'll lock you in your room," he told her firmly and she glanced away from the sunset to meet his eyes a moment before nodding.

"Understood, boss," she teased gently, but her eyes told him she really did understand just how worried he'd been, and that she was sorry.

"As it is, you were shot four days ago, and then went gallivanting around London, alone, and without having a proper medical done, so you're on desk duty until further notice." he told her firmly, and although he saw her lips press together as though she was about to argue with him, a moment later she released a long sigh and nodded reluctantly.

"All right, Jack," she agreed, submitting to his protective streak without her usual fight and Jack's heart began beating again, his whole body relaxing now that he knew she was safe.

Together the two watched the sun light up the new day, before they walked back to the hub.

* * *

Knowing just how badly she'd scared Jack, Rose let Owen check over the pellet wounds from Kieran's shotgun blast without complaint. Considering her still healing side, she even settled into administration and desk work without complaint, at least for the first three weeks.

Once her gunshot wounds were well and truly beginning to heal, and reaching for files on the top shelves no longer tore the scabs off making Jack panic two or three times a day when her shirt ended up stained with blood, Rose started to get restless again.

Jack still had that look of concern in his eyes though, whenever he couldn't find her inside the hub quickly, so she pushed the restless energy down and stayed office based for the Captain's peace of mind.

Just over two months after escaping the village of cannibals though, Rose was starting to lose her patience with her friend.

"You cannot keep me locked in the hub forever, Jack!" she growled, hands braced on his desk as she leant forwards and spotted his jaw tense as he avoided her gaze, their newest case file clasped in his hands.

"Owen gave me the all clear to get back in the field weeks ago, I've only agreed to stay in the office this long for you but it's getting ridiculous," she insisted, brown eyes narrowing, "I only went to London!"

"Rosie-"

"Don't 'Rosie' me Jack!" she snapped, and he flinched as though anticipating one of her mother's slaps. While Jack had never been on the receiving end of one, the Doctor's many and varied descriptions had put the fear of the Tyler slap into the 51st century Captain.

"Just let me out of this damn office occasionally," she continued, voice softening and a pleading note entered her tone as she saw Jack wavering and after a long moment where he finally deigned to meet her eyes he sighed, slumping in surrender.

"Just a few more weeks," he tried bargaining, and Rose growled.

"I'll stay here for this case. Just this case, Jack, that's it," she warned, and although she saw him nod a reluctant agreement, she was already stalking out of his office, the glass door shivering on it's hinges as she slammed it behind her.

Ianto was leaning against her desk when she made it back to her computer and offered her a hesitant smile that she made an effort to return, but at the amusement she saw in his eyes she suspected it came out as more of a grimace.

"Any luck?" he asked, and she sighed, running her hands through her hair and twisting it into a plait as she shrugged.

"Kind of," she admitted, and Ianto took a seat, indicating he was listening and she managed a genuine smile for the man.

"I'm staying chained to the desk for this case, but not any longer than that... He's reluctantly agreed, although, I didn't actually give him a choice," Rose admitted as Ianto laughed softly.

Ianto had been the one keeping her company while the rest of them went out to deal with weevil's and other aliens on site, and he'd watched the blonde grow more restless and frustrated as the weeks went by.

"Just don't let him talk you out of it again," he said, remembering the last case when Jack had all but begged her to stay in the office and she'd eventually caved to his demands, but this time Rose was shaking her head.

"I can't let him talk me out of it, Yan, being stuck in here's driving me nuts, if I don't get out in the field soon and do some damn _running_..." Rose sighed, and let her eyes drop closed as she forced her shoulders to relax, feeling the tension in them rising as she spoke, but Ianto was more interested in the guilty expression on his boss's face.

Jack had been heading in their direction and overheard the blonde's frustrated words, and the guilt and hesitant expression fascinated Ianto, never having seen Jack anything other than full of confidence and bravado, but the moment the man realised he'd been observed, his bright grin re-emerged. Now he'd seen it though, Ianto could still spot the hidden remnants of those emotions in the American's blue eyes.

"Patch yourself into our comms, Rosie, we can pick your brain if we need to then," he told her, a hand resting on her shoulder and pushing down a fresh wave of guilt when he felt her tense again, still angry with him and Ianto sighed softly.

"I'll go make you a tea, Rose," he said as the woman began linking her computer into the teams communications.

"Thanks Ianto," she said, before shooting Jack a tired and exasperated smile, "Go on then, Captain, you've got a crime scene to get to."

It was the closest he was going to get to being forgiven for now, but Jack was willing to take whatever she offered, and dropped a kiss to the top of her head, shouting for the rest of the team as they made their way out of the hub for their latest case.

* * *

"So, you found the case Rose, what are we heading into?" Jack asked over the comms as he drove the SUV through the streets of Cardiff and he heard his adopted blonde sibling sigh down the microphone.

"A building site, literally," she told them, "A construction company's been laying some foundation for a new housing estate and they found a body... old apparently, but the photo's taken of a device found with the body is what puts this under our jurisdiction," Rose explained.

"The body's interesting only because it's been found with what looks like some sort of alien tech, but from the pictures I can't say if I recognise it or not," she admitted, tracking the SUV on the computer and guiding them around traffic that the ATMOS navigation system didn't detect.

"Police and coroner's should already be on site, this was discovered yesterday evening, and the police file logged early this morning, but I've sent word ahead that Torchwood are taking over, so you shouldn't run into any problems," Rose added as Ianto gave her a mug of tea, and she broke off to thank him with a grin.

She sat back in her chair a moment later to drink her tea eagerly while Jack issued orders to the team in the car, and if Rose closed her eyes and ignored the whirring fans inside the computer's surrounding her, she could almost imagine she was there with them.

"Once, just once, I'd like to walk into one of these tents and find it's a party," Jack whined and Rose laughed in his ear, "You know... food, drink, people dancing, a girl crying in the corner..."

"I'll see what I can do when your birthday rolls around, Jack," she promised, imagining his grin.

"Is it alien?" Gwen asked, and Rose bit her lip as she listened to Jack's analysis of the device, knowing that he'd be leaving Owen to look at the body.

"I'm picking up traces of Ilmenite, Pyroxene... even Dark Matter," Jack said, "definitely alien," he confirmed, and Rose found herself nodding in agreement.

"Any idea what it is?" Gwen continued prodding for answers, having learnt the hard way that if you didn't ask, Jack didn't tell you.

"Not a clue," he admitted easily, "Could be a weapon, or a really big stapler... We'll take it back to the hub... let you take a shot at it Rosie," he offered and Rose narrowed her eyes at her computer screen.

"Don't think you can keep me busy with interesting projects," she warned, but his easy laughter told her that hadn't been his intention.

"Owen, how's our friend?" Jack asked.

"She's dead," the doctor responded sardonically, and Rose choked on her drink, laughing, just managing to clear her lungs of tea in time to hear Jack ask "she?"

"Judging by the size of her skull," Owen confirmed, but just from his voice Rose could tell he was distracted; still studying the remains, then.

"How long have they been here, Tosh?"

"From the depth they were found, a hundred and ninety six years, eleven to eleven and a half months," the technician answered easily, "the earth's been disturbed by the workmen, and the police so I'm afraid I can't be more accurate..."

"Down to how many months I think is accurate enough, Tosh," Rose teased her gently, eyes sparkling.

"What killed her? The stapler?" Gwen asked, and Rose bit her tongue. Despite Jack's suggestion she doubted very much that it was a stapler. On the other hand, Van Statten had found that musical instrument, so who knew. She briefly wondered if Torchwood would go in and excavate Van Statten's basement after it was filled with cement, but tucked that thought away to think about another time.

"Nah, see those shattered ribs?" Owen was answering Gwen when Rose returned her attention to the team, "I reckon she was shot," he mused, his voice sounded like he was still half in thought and Rose smothered another sigh at not being there with them.

"Well let's get her, and this, back to the Hub and find out for sure... Better get a tech-table set up for this device, Rosie," Jack warned, and she nodded.

"On it, I'll be waiting for it," she told him, standing from her desk and disconnecting from the call. Rose eagerly moved to begin setting up a small room she could use to examine the device and was almost finished when she paused suddenly, realising in a flash of inspiration mixed with memories that she was turning into the Doctor.

Remembering how he'd loved to sort through tables of alien junk, looking for just the right piece that he could integrate into the Tardis, she found herself slowly finishing up her preparations with a fond smile on her face.

* * *

Dalek Sec's knowledge of genetics might not have been quite as good as the Doctor's, but it was impressive enough that the Doctor spared several stray thoughts mourning the loss of such a mind as he'd raced to fix Laszlo's failing genetic code. It had been impossible to reverse the gene splice, but the Doctor was able to stop the system failure cascade and stabilize the genome, ultimately saving Laszlo's life.

With a time period appropriate hat, and a little bit of caution, he might even be able to live something close to a normal life, the Doctor thought as he and Martha stood watching Tallulah clinging to the man on the edge of Central Park as they waited for Frank to come back with a decision on Laszlo's future from the citizens of Hooverville.

When the young man finally returned to them, rubbing his hands together to ward off the chill, the tension in the air could have been cut with a knife, and Frank sighed as he came to a stop before them, shoving his still cold hands into his pockets.]

"Well, I talked to 'em" he started seriously, "and I told 'em what Solomon would've said, and I reckon I shamed one or two of 'em," Frank admitted, his voice serious, but when Laszlo didn't look like he was going to ask the Doctor spoke instead.

"What did they say?"

"They said yes," Frank told them, starting to grin now as he watched Tallulah gasp and hug Laszlo, the man beginning to smile in return as his trepidation turned to shock and gratefulness.

"They'll give you a home, Laszlo... I mean, er, don't imagine people ain't gonna stare, an' I can't promise you'll be at peace," Frank warned gently, "but in the end, that is what Hooverville is for... People who ain't got nowhere else," he finished, and the Doctor couldn't help but beam at the teen who'd grown into a man overnight, and all it had taken was facing down a Dalek invasion.

"Thank you," Laszlo said, voice strangled with emotion, "I- I can't thank you enough..."

The Doctor and Martha said their goodbyes, and made their way back to the Tardis. They didn't speak much, both lost in their own thoughts, but the silence was comfortable and it didn't seem to take half as long to get back to the Tardis as it had to reach Central Park the day before.

"Do you reckon it's going to work, those two?" Martha asked quietly as the Tardis came back into view, her comforting him brushing against his mind.

"I don't know," he answered the woman, turning around to gaze back across the water at Manhattan. "Anywhere else in the universe, I might worry about them, but New York? It's what this city's good at," he admitted easily, feeling Martha stop beside him, but her eyes weren't fixed on the skyline like his, at the white sails drifting past on the water, but staring at the side of his face as he spoke.

"Give me your tired, your poor, your huddled masses and maybe the odd pig-slave-dalek-mutant-hybrid too," he mused, frowning in thought as he considered whether to glance ahead at their timelines, to see what the future might hold for Tallulah and Laszlo now, but he'd never liked endings, so when Martha laughed softly he allowed himself to be distracted.

"The pig and the showgirl," Martha said, grinning and he couldn't stop a soft laugh in response, turning a grin on the young woman.

"The pig and the showgirl" he agreed, allowing her humour to push back the darkness still clouding the edges of his mind.

"Just proves it, I suppose," she said lightly, "there's someone for everyone..."

With that his laughter evaporated, and he turned his eyes back to the New York skyline, smile slipping at the stabbing pain in his left heart as Rose's tongue-in-teeth smile flashed through his mind and he sighed.

"Maybe," he answered quietly, and turned back to the Tardis, Martha following.

"Meant to say," she continued as he reached into his pocket searching for the key, "I'm sorry."

"What for?" he asked, frowning, and Martha shrugged.

"Just 'cause that Dalek got away... I know what that means to you," she said softly, and he turned away with a soft, non-committal hum.

She might think she knew, but there was no way Martha could really understand everything the Dalek's escape meant. Not just for him but for the rest of the universe too, there was no telling where Caan had ended up.

"Think you'll ever see it again?" she asked as he slid the key into the Tardis lock and he opened the door with a deep sigh.

"Oh yes. No doubt;" he told her, and let her enter the time ship first before stepping inside and turning to shoot one last look over at New York. Briefly the Doctor let his barriers drop, a short unguarded moment with the reassuring telepathic hum of his Tardis pressed against his mind.

"One day..." he whispered, and the Tardis gave him the equivalent of a mental hug, before he brought the ghost of a smile to his face for Martha, and entered the ship properly, closing the wooden blue door on 1930 New York, and moving to the console to send them into the vortex.

"If you don't mind, Doctor, I think I'm gonna go get some sleep," Martha said, and he lifted his eyes from the screen, blinking at her for a long moment before he registered her words and realised that the woman had been away nearly a full twenty-four hours.

"Of course, you humans do need your sleep," he said with a smile that she returned easily, "Off you go then, I'll just leave us floating in the vortex until you're up and about again," he offered and Martha nodded.

"Goodnight, Doctor..." she said moving deeper into the Tardis, and as she left the Doctor's smile vanished and he sighed, running his hands across his tired eyes.

"There's no night in the Tardis..." he whispered to himself. In the last twenty four hours he'd been chased by pig slaves, got his coat filthy in the sewers, faced Daleks and Dalek hybrids, been electrocuted and watched a genocide. He could really use some sleep himself, the Time Lord decided, but the last thing he wanted to see were the memories of the Time War that facing the Daleks always brought to the surface.

The Tardis groaned and flickered her lights in disapproval, but the Doctor ignored her, pulling out his sonic screwdriver and diving underneath her console to play with her circuits until Martha awoke.

* * *

By the time the team arrived back at the hub Rose was practically bouncing by the door, and Ianto was struggling not to laugh at her outright. She let them move the fragile collection of bones into the morgue first before she practically pounced on Tosh and commandeered the alien device, cooing over it with sparkling eyes.

"Oh wow, this is something else," she muttered, cradling the alien tech carefully and moving it into the area she'd prepared for it, Tosh on her heels.

"Have you seen anything like it before?" she asked, and Rose shook her head.

"No, nothing quite like this, but I started out as a technology archivist in the parallel world's Torchwood, so it won't be the first time I've worked on unknown artefacts to find out what they are and how they work," she told Tosh, bronze eyes moving over the metal, covered in dirt and what looked like rust.

"It might take a few weeks, but I'll figure it out," Rose added with a grin as she gently put the object onto her table, and ushered Tosh out of the room, shutting the door behind them both.

"I'll just make a fresh tea, see if Jack needs anything else done before I get settled in," the blonde said at Tosh's questioning look, "How's that translation program you wrote coming along?"

"With your help? brilliantly, I don't know how you can read so many alien languages" Tosh answered with a grin, "but it's been very helpful getting the program's coding right... I've had it running all night, I'm hoping it'll finish cataloguing everything we've got by the end of the day and maybe you can check it over for any mistakes?" Tosh asked and Rose nodded.

"First priority needs to be what this new object is, but I'll take a look over your results on my breaks," Rose offered as they moved through the hub, her smile slipping slightly as they both spotted Gwen and Owen poking at each other with some of Tosh's computer tools before darting away from each other when they heard Rose and Tosh approaching.

"I'm really sorry, I think your computer might be dead." Owen offered as a greeting and Rose watched Tosh's face fall.

"What? No, you're kidding!" she exclaimed, lengthening her strides to reach her computer station quickly and Rose came to a stop, frowning.

"What happened? We've not lost power to any other systems," she asked and Owen cleared his throat, tossing a football between his hands.

"Okay so... she said I was no good at sport, hello?" Owen said quickly, indicating the nervous looking Gwen and Rose's eyes narrowed at the pair, "So I said, throw something to me and-"

"What happened to the computer!" Tosh snapped after pressing a few power buttons, and tapping at her keyboard hadn't produced any results.

"Oh... I, uh, kicked the plug out" the doctor admitted.

"You did what?" Rose asked, genuinely shocked at the man, her jaw dropping slightly even as Tosh began to freak out.

"What? I was running a translation programme I'd written with Rose, it had taken us hours! We'd collated every scrap of alien language we've got and it's English counterpart, broken it down into binary threads to see if there was a common derivation!"

"That's a bit of a mouthful," Owen said, making Gwen start giggling and with that Rose got angry.

"Excuse me, where exactly do you think you're working?" Rose demanded, and Gwen sobered quickly.

"Sorry, private joke... er... stupid joke-"

"I don't care about your private or stupid jokes," Rose growled, glaring at both Gwen and Owen, "and if the hours Tosh and I spent working on that program are meaningless to you two, then consider this instead... There's a body down in the morgue, what would the football landing on those bones have done?" she demanded, and Owen shifted uncomfortably on the spot.

"What about if you'd set off the device you've just brought in? We have no idea what it is, you could have blown a hole in the planet the size of Belgium" Rose chastised them, eyes flashing, "I know we play games in here sometimes, but that's only after all the tech is locked up safely, you both know this. You're both usually more professional than this, what the hell were you thinking?" Rose demanded, and Gwen flushed.

"I'm sorry, we're sorry. You're right..." the woman said quietly, nodding, "Sorry, Tosh," she added before picking up her files and moving back over to her desk.

Owen didn't apologise, but Rose could see he wasn't thrilled at having been pulled up on his behaviour when he threw the football at her and she was forced to snatch it out of the air or let it go careening off unchecked.

"Right, back to work then," he said, offering a cold smile as his anger bubbled in his eyes before turning and heading back into the morgue.

When Rose turned to Tosh with a frustrated sigh she saw that the woman had her computer back online and the program running again.

"Is it ok?" she asked, tucking the football under her arm, and Tosh sighed.

"It lost all progress, so I've got to start it again, but there's no file corruption at least," she admitted, before shooting Rose a soft smile.

"Thank you, I'm usually the only one around here who seems to care about doing the job..."

Rose just shrugged, "I don't care if they make jokes and have a bit of fun, but there's having fun and being dangerous," she explained, "We really don't know what that device is yet, and a football flying around alien tech is just a disaster waiting to happen."

She put the black and white ball on Owen's computer station before continuing on into the kitchen for her tea before she began tackling the strange device they'd retrieved from the construction site.

* * *

Rose spent most of the first afternoon carefully cleaning the rocks, mud and rust from the alien device. She had to move slowly, not knowing what it was meant that she couldn't risk setting it off.

Hours passed with her chipping and scrubbing away at the thing bit by bit, and she only realised how late it had gotten when Jack came to tell her she needed to sleep if she didn't want him locking her in her room for the night.

She was about to tear the man to pieces when she realised he was joking and sighed. Her back screamed at her as she stood straight, and she followed her friends advice went to sink into her soft, warm bed.

The only thing that stopped Rose getting back to the alien device the next morning was Jack's insistence that she eat first, and by then she was in desperate need of tea as well, making herself a large mug before she began to head back into her impromptu lab.

"Hey, Tosh," she heard Owen call and paused halfway across the hub.

"Morning," Gwen called as well and Rose moved to hover beside Tosh's computers, waiting to see if she needed anything translated before the blonde got stuck back into testing and identifying the device from the previous day.

Tosh was silent for a long moment, before moving up the stairs towards her computers with a hesitant smile.

"I've got something to show you," she announced, without even returning the greetings she'd been give, and Rose tipped her head curiously.

"Sure," Owen said, standing and wiping his hands on a cloth.

"Have I got time for a pee first?" Gwen called from her own desk and Rose cleared her throat.

"I'm sure we can wait for you Gwen, what've you got, Tosh?" Rose asked, grinning at the woman, but Tosh seemed sort of startled and unsure of herself, and Rose's grin faded slightly.

"I... er... I found this thing..." Tosh stumbled over her words as she climbed the last few steps, stopping dead at the top though and staring at Owen like she'd seen a ghost. Rose turned her own eyes on the doctor, looking for something that might have warranted Tosh's reaction, but Owen was just frowning at the Tech looking just as confused by her behaviour as Rose was.

"Okay, uh... I don't know if this comes under actual technology-" Once again, Tosh's words were cut off as though someone had interrupted her, and Rose's eyes narrowed as she lowered her tea from her lips.

She turned to stare at Gwen then, and Rose took a few steps towards her, "You alright, Tosh? You look like you've seen a ghost?" Rose asked, frowning but the woman just shook her head sharply before turning her eyes on Owen again.

"Tosh," Rose called again and the woman finally met her gaze and forced out a smile.

"Yeah, no, fine... I'm fine..."

"You wanted to show us something? might be technology, might not?" Rose prompted, her voice gentle and eyebrows raised expectantly.

Tosh laughed and Rose blinked at her in surprise, "No, you know what? Just forget it... It's, uh, I found an article on... something, I'll bring it in tomorrow," she said, brushing off the hand Rose had let rest on her arm.

Before Rose could ask anything else, Tosh was heading over to her desk, and the others seemed happy enough to let the matter drop.

"No worries," Owen offered, turning his attention back to his computers.

"You sure you're feeling alright?" Rose asked a moment or two later, waiting until Tosh had put her bag down and pulled off her coat, and the woman just smiled at her.

"Yeah, I'm fine... thanks Rose," she answered. Rose held her gaze for a moment before nodding, satisfied that if she needed help, she would ask.

"Alright then, need me to translate anything?" she offered, but after being interrupted the previous day, the translation program was still running so the blonde went back to her lab and continued to carefully study the strange new device.

* * *

While the Dark One had the human sleep standard of eight hours, the Tardis' Thief spent that same time hidden beneath her console thinking.

Loudly.

The grief he'd waded through after losing their Wolf had hurt his mind; the Tardis had been able to sense that his telepathic barriers were weakened since they'd burnt up a sun to give their Wolf a message.

Her thief, however, hadn't noticed until he emerged from her protective shell and encountered other species again. With no other thoughts buzzing through the air he'd not sensed the chaos of his own mind and then, as things tended to around her thief, things began to spiral.

Carrionites wading through his head for his name. The Face of Boe, while benevolent, had still be a strain against her thief's paper thin barriers. He'd realised then, by how easily Martha Jones had pried his history from him, that he needed to do maintenance inside his head, and although she had tried to hide the vortex readings from him so that he would take the Dark One home and do just that, her troublesome Thief dug them out and threw himself into the distraction.

Then had come the Daleks. The terrors of the Time War were ever present at the edge of his mind, and now that the Wolf that guarded his back was missing, those memories were sneaking up on her Thief, and there was little the Tardis could do to help if he continued to ignore the problem.

She brushed against his mind angrily, sending sparks out of the wire he was buzzing his little device at, and her Thief yelped, grasping at his head in pain from her telepathic touch, and guilt immediately ran through her systems.

"What was that for?!" he demanded, crawling out from under the grating, and she hummed at him as his expression darkened, still pressing one hand to his temple.

"Yes, all right... When Martha wakes up I'll take her home and sort it out," he promised, and the Tardis shook in the vortex.

"No, I'm not waking her up just to throw her off," her Thief argued, narrowing his eyes at the column, "I know it's important but if it's waited this long it can wait a few hours more," he told her firmly, and reluctantly the Tardis subsided, wondering if her Thief would notice if she dropped the temperature in the Dark One's room.

* * *

"Sleep well?" the Doctor asked Martha when she next appeared in the console room and faced with her grin and sparkling eyes he felt reluctance simmering in the back of his mind. Maybe he didn't have to take her home just yet, he thought briefly, before wincing at the firm touch of the Tardis against his mind.

Even her gentle touches were giving him headache's now, so he moved around the console and began setting coordinates.

"Like a log," Martha answered, grabbing hold of the edge of the console and the Doctor nodded as he leant round her to twist a few dials.

"Well rested then, good. That's good," he told her and she grinned back at him.

"So what's the plan for today then?" she asked, and the Doctor frowned down at the controls, tweaking a few settings carefully before answering.

"Hang on, this is a bit of a delicate landing..." he warned, dodging her question and manoeuvring into the woman's small apartment.

"There we go! Perfect landing," he announced with false cheer, slamming the handbrake on and wondering why his ship never landed that precisely under normal circumstances, but she didn't deign to respond, and with the state of his head he didn't bother pressing the matter, "Landing like that isn't easy in such a tight spot," he added, slipping his hands into his trouser pockets as Martha slowly released her death grip on the console.

"You should be used to tight spots by now," she told him and he sobered quickly. Yes, bringing her home was the right thing to do, not just because he had to reconstruct his telepathic barriers, but he'd put her in too much danger already.

Glancing at the doors for a moment she turned back to him with a grin and he steeled himself. He hated goodbyes.

"Where are we?"

"The end of the line," he answered, watching as she ran down the ramp and stopped before opening the doors to glance back at him, "No place like it," he added with a resigned sigh.

She tipped her head for permission to leave, and he nodded back encouraging her to step outside, and slowly moving down the ramp to follow after her.

"Home." she said when he stepped out of the Tardis beside her, and he could hear the disappointment in her voice, and forced himself not to react when she turned to face him, confused, "You brought me home?"

The Doctor grinned slightly, tongue pressing to the back of his teeth as he took a look around the small flat, grinning at all the little personal touches that said this was her space and hers alone.

"Back to the morning after we left," he confirmed, and he'd triple checked the date and time coordinates before landing. No dropping a companion off a year late a second time or he'd never live it down, no matter how long he lived. "So you've only been gone about twelve hours. No time at all really."

He couldn't meet her gaze, knowing there's be some combination of anger, rejection, sadness and confusion there, so he shoved his hands in his pockets and moved to peer at the pictures on the student's mantlepiece, grinning at the baby pictures of what he assumed were her siblings.

"But all the stuff we've done," she protested, "Shakespeare, New New York, old New York...?"

"Yup, all in one night... relatively speaking," he answered, deciding to play the ignorant alien card. He was so very good at that one, he thought, turning back to Martha, his smile once again fading away leaving behind only innocent obliviousness. "Everything should be just as it was," he told her glancing round for something to distract her from questioning him too deeply, "Books, CD's... laundry," that would do, the Time Lord decided, picking up a pair of her knickers and letting them swing from a finger before she snatched them away, flushing with embarrassment.

"So, back where you were... as promised," he finished, leaving her no room to argue and feeling like a complete arse because she'd been brilliant. Absolutely brilliant.

"This is it?" Martha asked, but the instant he even considered wavering the Tardis gently touched his mind again, reminding him why she couldn't stay right now, and he suppressed a wince at her mental brush.

"Yeah, I should probably... umm-"

Any other time if he'd been saved from an awkward goodbye by the ringing of a phone, he'd have slipped away in the Tardis, but Martha was standing between him and his escape, so he found himself just standing in her flat as they waited for the answering machine to finish it's job.

"Hi, I'm out. Leave a message."

"I'm sorry," she apologised as the machine beeped, but he just offered her a smile.

"Martha, are you there?" came a woman's voice, "Pick it up, will you?"

"It's mum... it'll wait," she told him, and he nodded as he rocked back and forth on the balls of his feet.

"All right then, pretend you're out if you like. I was only calling to say that your sister's on TV. On the news of all things, just thought you might be interested."

Martha's mother hung up the phone abruptly then, but Martha was already reaching for the control box and flipping channels until she found the news.

"How could Tish end up on the news?" Martha muttered, but the Doctor didn't have an answer for her. He did take advantage of her distraction though, moving to stand beside her to watch the screen, and placing himself that much closer to the still open door of his Time ship.

"Tonight I will demonstrate a device which will redefine our world..." the elderly man on the screen was saying.

"She's got a new job. PR for some research lab..." Martha told him, and let himself make a soft humming sound, feigning interest as he waited impatiently to leave. Goodbye's weren't his strong suit anyway, and dragging them out always made them worse.

"With the push of a single button, I will change what it means to be human!" the old professor declared to the reporter's before Martha flicked the off button, and turned back to him with a sad smile.

"Sorry, you were saying we should...?"

He froze for a long moment, going back over his memories and fought off a smile. He'd never said we, but he nodded anyway.

"Yes... yes... we should..." he hesitated, but placed a reassuring hand on the Tardis door frame. He couldn't take Martha with him this time. He needed to deal with the damage to his mind first.

"One trip, is what we said," he reminded her softly, smiling at her final attempt at persuasion though as she smiled.

"Yeah... I suppose things just kind of escalated," she offered, and the Doctor hummed with a playful frown.

"Seems to happen to me a lot," he admitted, and her hopeful smile shifted, resignation settling in.

"Thank you," she finally said quietly, "For everything."

He felt himself soften instantly, and gave her a genuine smile. The kind of soft smile he'd not been able to draw forth since faced with a white wall and a supernova and a cold damp beach in Norway.

"It was my pleasure," he promised gently. Any other day, any other time, she would have had a standing invitation to travel with him, and he half promised himself that he'd come back for her, but he knew he wouldn't.

He never went back, never asked or offered twice. Never did visits, Sarah Jane could attest to that. He was determined to remember her now, as she was, with the memories of starlight in her eyes, and with that the Doctor stepped back into the Tardis quickly before he could talk himself into staying any longer, or offering just one more trip.

Moving to the console at what could almost be considered a run, he flipped the hand brake off and slammed the dematerialization sequence into her console, before leaning against his hands and groaning with a mixture of frustration and pain.

Something beeped on the Tardis screen and he lifted his eyes wearily. Without a companion on board to distract him, his post-Dalek exhaustion was hitting hard, and it took him a moment to figure out what the Tardis was showing him.

He sighed when he realised that she'd reinstated the Zero room, and slowly began to undo his tie.

"Alright, old girl, alright," he muttered softly, before heading into the Tardis corridors without another word of argument or token resistance, and although the Tardis avoided brushing against his mind, she let a comforting hum follow after him.

* * *

By the third day Rose was growing frustrated with the hunk of metal in her lab, and forced herself to step away for a while to clear her head. That's how she found herself leaning on the railing around the walkway that led down into the morgue, laughing with Jack as Gwen taunted their resident doctor.

It was when Gwen started singing though that Owen finally lost his composure, throwing balled up pieces of paper at the women.

"Bloody plodders," he swore, the London slang for the police escaping Owen's lips just making Rose laugh harder, it made her feel at home.

"The leg bone's connected to the, hip bone," Gwen sang, dodging Owen's thrown projectiles, "the hip bones connected to the, something bone...!"

"Please stop singing, anything to stop you singing" Owen drawled, throwing another ball of paper at Gwen, while Rose and Jack laughed, "I don't know what you're laughing at," the doctor told them, tossing another ball of paper at Jack, forcing the Captain to sidestep into Rose, but they both just laughed harder.

Rose had to admit it made a change for Owen to not be the one making a joke at someone else's expense, and let her giggles subside into a grin as she watched Jack laugh easily. He was far too serious since she'd found him again, and it was a relief to know that he could still let go and laugh like that.

"Stop singing. Please don't sing. Please don't sing. Not listening-" Owen begged Gwen, seeming tired suddenly, and he put his fingers in his ears and proceeded to make random noises in an attempt to drown Gwen out.

"What's going on?" Rose heard behind her, turning to find Tosh coming in as Gwen finally stopped singing.

"Morning," Rose offered, as Gwen beamed at the Technician delighted to have someone else she could tell about Owen's updated findings on the pile of bones they'd pulled from the construction site.

"You know the skeleton we found at the site?" the welsh woman asked, launching into her story with enthusiasm, "Well, Amanda Burton here has just completed the post mortem..."

"Okay, I can explain-" Owen cut in, trying to defend himself before Gwen could put him through any more embarrassment, but everyone ignored him and Gwen continued as though he hadn't spoken.

"As you may remember, at the building site Owen said this was a woman killed by a single gunshot,"

"I'd been there, like, a minute," Owen grumbled, and Rose had remembered the tone of his voice when Jack had asked about the skeleton.

"Since then he's had to tweak some of his initial conclusions," Gwen continued, unimpeded by Owen's additions to her story, "The first being that this isn't, in fact, a woman... but a man!"

"A young man. A very girly man." Owen tried again, but the brunette didn't let up in her teasing.

"But, ultimately, still a man!" Gwen repeated, and Tosh was beginning to grin now too, "Then there was the cause of death; Owen said GSW, uh-uhhh!" Gwen continued, doing a very good impression of a wrong answer buzzer from the TV, bringing Rose and Jack into fresh bouts of laughter.

"The correct answer was..."

"Unidentified trauma, but-" Owen answered quickly.

"Unidentified trauma?" Tosh questioned though, once more cutting the doctor off mid sentence, and Rose saw Owen shake his head as though surrendering to his inescapable humiliation.

"Mmm," Gwen gave Tosh an affirmative, nodding, "You see it in road traffic accidents when something like a steering column or a post goes into a body at great velocity, but the one thing that could be ruled out was...?" he paused, waiting once more for Owen to dig his own hole and Rose thought the man complied gracefully.

"Gunshot wound," Owen said, rolling his eyes at Gwen's clearly faked gasp of surprise.

"Gunshot wound!" the brunette cried, eyes sparkling, "was there, in fact, any part of your initial prognosis that was right?" she asked, and Rose saw Owen take a calming breath and nod firmly.

"I got that it was a skeleton," he admitted, and that was all Rose could take, erupting into fresh peals of laughter as she turned and began to make her way out of the morgue. Even as she left, she could hear Gwen continue to taunt the man playfully.

"Yes you did! Where did you train? Did you train? Absolutely useless..."

Rose had a few new idea's for the strange device, but wanted to see if Jack had any thoughts. Coming from the 51st century, he often thought of things that Rose hadn't considered, so she went to wait in his office to grab the man when he had a free moment.

As it turned out, Jack wasn't that far behind her, and Rose glanced up in surprise when he walked into the room already halfway through dialling a number on his phone and offered her a smile as he moved to sit behind his desk and Tosh followed him in.

"Blimey Jack, you're in demand," Rose teased, and her words drew his attention to Tosh.

"Jack, Rose," Tosh greeted, "er... Do either of you know anything about Greek mythology?" the woman asked, and Rose raised her eyebrows in surprise before shooting a look at Jack.

"Security visa 45895 Harkness," he said into the phone, so Rose shook her head.

"Not me, not really my forte," she admitted, but Jack nodded.

"A little, why?"

"Have you ever heard of Philoctetes?" Tosh asked, smiling slightly, "It came up in a pub quiz," she added, and Jack raised his eyes from the files on his desk to stare at her for a moment.

"You went to a pub quiz?" he asked, and Rose glared at him.

"Jack! Rude!" she chided, and the Captain pressed his lips together tightly.

"Yeah, no I love pub quizzes..."

"I miss the pub quiz at my local, me and my mates used to dominate Monday Quiz night," Rose sighed wistfully, "Where'd you go, Tosh?" she asked lightly, "think you'd mind if I tag along next time?"

"Uh, the... Prince of Tides," Tosh told her, seeming surprised at the request, "and... sure, Rose, I'll let you know when they run the next one, it's not a regular night or anything... uh, Philoctetes, Jack?" Tosh reminded the man and he sighed.

"Philoctetes was an archer recruited to fight in the Trojan War. He got into an argument and was marooned on the island of Lemnos for about ten years." Jack explained

"Just left there?" Tosh asked, turning to stare out of the glass walls at the hub below, and Rose shrugged.

"That's usually what marooned means," she said, frowning slightly, "It's only a myth, Tosh," and the woman nodded slowly, her back still turned as she started to wander out of Jack's office.

"Oh, hey... what's happening with that list for UNIT?" Jack called after her, but Tosh seemed lost in her own world and when she turned back to Jack she seemed confused for a moment before remembering what he was referring to.

"Hmm? oh, yeah... I'm still working on it," she explained and Rose frowned. She knew how fast Tosh typed, and it surprised her that the list of alien technology they were willing to share with UNIT wasn't already on Jack's desk.

"Right... well, you know... when you're ready," Jack said, seeming as confused as Rose, but then whoever he'd been waiting for on the phone answered and he turned his attention to that while Rose watched Tosh walk away.

"Prime Minister, is this a secure line?" Jack said, and waved for Rose to close the office door, "Can you tell me why Torchwood operations have become part of your security briefings to the leader of the opposition?" Jack demanded, and Rose's eyes widened.

' _What?_ ' she mouthed at Jack, but his only response was a nod of confirmation that she'd heard correctly.

"The deal is no one but the current PM knows about us or the work that we do, so why is Harold Saxon being briefed on our activities?"

Rose returned to her seat and frowned across the desk at Jack as he tore into the Prime Minister, reiterating that they were outside the government and could cut off all communication without repercussions if Downing street didn't start following the guidelines Torchwood had set out.

As far as she could tell, both men hung up unhappy with the outcome. No more briefings, but Harold Saxon wouldn't be getting a dose of Retcon like Jack had wanted.

"You ok?" Rose asked and Jack sighed, pausing to think a moment before nodding.

"Yeah, how're you coming with that device?" he asked and Rose sighed.

"I've got a few idea's, but I was wondering if you had time to test a few theories with me?" she asked, "The Doctor trusted you to work on the Tardis, so I know you're pretty handy with a hydro-spanner, and besides if it kills you, you can try again," she teased and the man grinned at her before nodding.

"Alright, give me an hour... maybe you can help Tosh with that list in the meantime?" he asked and Rose nodded, a slow frown creeping over her features that made Jack pause.

"What is it?" he asked, and Rose bit her lip for a moment before answering.

"Does Tosh seem... distracted to you?" she asked, "I mean... I'd like to think if there was something wrong she'd tell one of us, right?" Rose continued, and Jack was silent for a moment before sighing.

"Stop worrying, Rosie, I'll keep an eye on her," he promised and the blonde nodded.

"Alright then, I'll see if I can throw that list together for you, give me a shout when you've got some time to work on that hunk of junk in my lab," she moaned, drawing a laugh from the Captain as she left his office.

* * *

As the door to the zero room sealed behind him, the pressure in his head ceased and the Doctor let out a soft sigh of temporary relief, before flopping to the floor, not bothering to spend the mental energy needed to levitate.

It only took him a matter of moments to sink into his own mind, eyes falling closed while he focussed, and then time became relative as though he stood inside a dream.

He could still feel the passing of the universe outside of his body, but in the time it took for each nanosecond to flick by he had sorted through the memories of his first regeneration, and tucked them away where they belonged, before moving on to neaten up the life of his second form.

Each of his many lives had their own space in his head, but the maelstrom of emotions he'd been through since losing Rose had made a mess of his mind. The barriers aided a Time Lord in remaining sane by partitioning hundreds of years of memories in their head, but right now his barriers were weak and in some cases broken down entirely.

It was no surprise that he'd been having memory leakages, he thought, when he eventually reached his ninth self and saw the golden mist's that indicated his memories of Rose scattered through his head.

She was everywhere, permeating everything and warming the memories that had once been cold as ice. He couldn't leave everything as it was though, those flashes of memory and past regenerations opinions leaping into his mind where distracting and dangerous, so he reluctantly tidied those parts of his thoughts as well.

Even so, once he was done clearing away his darker thoughts and they had been returned to their designated shelves, they still retained the hint of warmth they'd absorbed from his memories of Rose.

Only once his past selves had been separated properly did the Doctor turn his attentions to the mental protections in his mind from outside influences and winced at the state of them. What should have been a strong wall that an outside intrusion would find themselves slamming against was gossamer threads spider-webbing across his mind and he shuddered at what could have happened if he'd encountered some of the more dangerous telepaths in the universe.

Seeing the state of his mind he wondered how he'd not noticed. Wondered how he'd bourne the Tardis' mental presence for as long as he had before the pain had made itself known, but he didn't have the answers to his questions.

He spent a long time soothing the bruised parts of his mind, and slowly rebuilding his defences. Walls to keep people out, watch towers to alert him to any attempts at getting into his mind, a multitude of locks and chains to keep the oncoming storm under tight control, traps and dungeons to catch anyone who actually got in, and all built around the soft blue glow that was his link to his beautiful ship.

Only then, at the end of his repair job, did the Doctor begin to organise his more recent memories. His experiences since he regenerated into his current body weren't as strictly controlled as his past regenerations, and he only brushed through them briefly. Straightening stacks of information, and trying not to linger over the multitude of glowing golden threads that smelt of vanilla and rang with her laughter, he stumbled into the memory of saying goodbye to Martha and took shelter there from the waves of pain that thoughts of Rose were bringing to the surface.

As he stood once more in her small flat, taking several deep steadying breaths and fighting off tears, he heard her switch the TV on again, and focussed on the reporters as he pushed away the thoughts of Rose trying to drag him back out of this more recent memory.

"With the push of a single button, I will change what it means to be human..." the scientist said, and the Doctor's freshly organized and properly defended mind latched onto the words and he frowned.

Blinking his eyes open suddenly he darted to his feet, ignoring the Tardis' groan of complaint as he moved out of the Zero room and instead of heading for a bed to sleep in, he made a beeline for the console room.

"Oh, come on!" he shouted at his ship a short time later when he realised that she'd been moving the corridor's on him, "I've fixed my head; 'Change what it means to be human's' pretty suspicious!"

The Tardis didn't answer him for a long moment, but then his bedroom door appeared and he rubbed his face with his hands in frustration.

He was tired, he couldn't deny it even if he'd wanted too because his ship was in his head, but the scientist's words worried him.

It was when the Tardis trembled with a slightly offended hum that he caved and opened the door to his room. A short snooze would help to settle his mental defences anyway, he conceded, and he did have a time machine, after all.

* * *

"Hey, Rose," Tosh called and the blonde hummed a greeting back as she peered at the alien contraption for the fourth day in a row.

"How's it going?" Tosh asked and Rose blinked, raising her eyes from the claw-like prongs for a moment before she sighed.

"Slowly, I don't think it's a weapon, but I don't want to assume that and make a fatal mistake, so I've got to check and double check everything," she said, and Tosh's eyebrows raised.

"You don't think it's a weapon?" the technician pressed and Rose frowned, surprised at the woman's continued questions, "What do you think it is?"

"Uh... I'd rather not say until I'm sure," Rose told the women with a hesitant smile and Tosh shook her head.

"Right, of course, I'm sorry..." she babbled, pausing for a long moment before she suddenly drew in a sharp breath and raised a hand to her head, "ah..."

"Hey, Tosh, are you alright?" Rose asked, moving around the lab table but Tosh stepped back from her.

"I'm fine, just... I've had a headache all morning, thought I'd got rid of it but the pain killers must have worn off or something."

Rose was about to ask the woman if she wanted to go home when Jack stepped into the room grinning.

"So, I've just come from a really interesting conversation with a Detective Inspector Henderson..."

"Right...?" Tosh half asked, and Rose raised an eyebrow at the playful way Jack was moving round the room, long slow strides and a bright smile.

"Interesting because, firstly, the man had the biggest hands I've ever seen!" the Captain said with a laugh and Rose sighed, leaning against the lab table and removing her protective glasses.

"Keep it in your pants, Harkness, we're at work," she taunted and he shot her an unrestrained wink that made her roll her eyes.

"Secondly, and more importantly," Jack continued, turning back to Tosh, "because of the story he told me about you saving a woman and her kid from being murdered by her ex-husband."

"What?" Rose asked, eyes widening as she straightened and turned on Tosh, "Oh woah, that's brilliant Tosh, are you ok?" Rose said, eyes already checking over her friend looking for injuries.

"Yeah, I'm fine... uh, I was going to tell you about that..." Tosh babbled, flushing awkwardly, and Jack tipped his head to one side like a curious puppy.

"So why didn't you?" he asked, smiling.

"I don't know... it wasn't a work thing, just a thing thing," Tosh sad quickly and Rose's smile fell.

"But... you saved two lives Tosh, being proud of that isn't a bad thing," Rose said softly, frowning, "why wouldn't we want to know about that? We don't just work together, I'd like to think we're all friends too, we go out to the pub, we have to trust each other with out lives for the job we do here..." Rose explained gently but Tosh just shook her head.

"If we told each other everything that went on in our lives, we'd get sick to death of each other, I mean, stuff happens all the time that's not pertinent to here," she tried to explain, and now Jack was frowning too.

"You do this all the time? Soo... you secretly fight crime as well as aliens, is that it, Tosh?" Jack asked and the woman lowered her eyes.

"I... didn't want it to look like I was showing off," she muttered, and Rose shook her head before putting her safety glasses back on, oddly hurt that the woman hadn't shared such an event with them.

"That's not the first thing, or even the eighth thing I'd have thought, Tosh," Rose denied, returning her attention to the alien artefact, and ignoring the look of understanding Jack shot at her.

She'd thought that the team were closer than this, especially after Lisa and Ianto. He'd kept the cyberwoman from them because he was scared they would destroy her. They might have had to, but none of them had judged him for his decision, not once they weren't being hunted anyway. Surely Tosh realised that they wouldn't ridicule her for saving the life of a woman and her son?

"The guy they arrested," Jack had continued, "Henderson said you heard him muttering to himself as he was walking along and that tipped you off."

"Mmm, I couldn't really work out what he was saying at first, and then it was like... Jesus!" Tosh explained, laughing nervously and Rose found her eyes raising from the object lying on her table to study the woman in front of them.

Something was off about her story but she couldn't place her finger on what. Was it the tone of her voice? Was there a missing detail, or an added detail that didn't fit? and Rose let herself study Tosh while she and Jack continued discussing the incident.

"That's weird, because when I'm about to murder someone, I'm really careful not to talk to myself about it while I'm in the street," Jack said slowly, leaning over Rose's current project and peering at the control panel the two of them had found beneath another layer of dirt and rust the night before.

Rose could hear the underlying note of suspicion in his voice though, and recognised the way he was avoiding Tosh's eyes as a way of getting the woman to let down her guard, so the blonde suddenly forced out a sharp laugh.

"Oh come on, Jack, you're assuming the man was sane enough to be that careful," she told him grinning, but when he glanced over, she knew he'd seen the seriousness in her eyes.

"No, sure, I mean... Lesson one, don't talk about your planned crime, right? But like Rose said, who knows what was going on with him, I mean... if you're planning to kill your wife and child there's clearly something wrong with you," Tosh agreed quickly, before letting her fingers tap against the table as she watched Jack put pressure on the rusted prongs and flex the metal.

"I was wondering, how are you and Rose getting on with this?" Tosh asked, and Rose blinked in surprise that the woman was effectively going over her head for answers.

"I mean, Rose says she doesn't think it's a weapon, do you have any other idea's?"

It took a lot of restraint not to react to Tosh's words, so Rose turned to a tray of tools and made herself busy looking for a small magnifier she knew she could use to examine the panel for any inscriptions that could be translated.

"It's ongoing," Jack answered slowly, after a long pause and Rose managed to stop herself biting her lip. She was angry and a little hurt that Tosh hadn't taken her at her word, but something seemed off about Tosh's behaviour in general so she tried not to let it bother her too much.

"Are you going to dismantle it?" Tosh pressed again and Rose turned round with a frown, ready to tell Tosh to back off, but Jack's sudden tight smile beat her to it as he met the technician's eyes.

"Like I said, it's ongoing." he repeated quietly, Rose watched Tosh back up with a nod of reluctant acceptance.

As the woman turned to walk away, Rose moved back over to the table, and was about to ask Jack about the panel they'd uncovered when she saw his face freeze, his expression an odd mixture of discomfort and horror before he pulled back from the device and turned to stare at Tosh just as the woman spun on her heel to stare at Jack.

"What? Have I got something on my face?" Jack asked with a forced lightness that Rose could spot a mile away, "Is it food?" he demanded, rubbing at his mouth and making a show of checking his hand for any residue.

Tosh continued to stare at him for a very long moment, jaw still open and a look of shock on her features before she shook her head suddenly, blinking away the glazed look in her eyes.

"No! Sorry, I zoned out," she offered, and Rose kept a carefully neutral expression on her own features.

"Well, listen, that was a good save Tosh. Well done," Jack offered, and Tosh smiled weakly before turning her back on them both and leaving quickly.

"Jack?" Rose prompted the moment Tosh was out of earshot, "What's going on?"

She could see the concern in his features but he shook his head.

"Not now... Later," he promised, "and whatever you find out about this thing, keep it between us for now," he added and Rose nodded.

"We'll talk tonight?" she confirmed, and Jack nodded, eyes moving to look in the direction Tosh had gone.

* * *

' _Six hours_ ,' the Doctor thought with a grimace. He should not have needed to sleep for six hours, and the fact that he had meant that the Tardis had been right and he'd desperately needed to rest. The carefully neutral tone of her hum told him that she was concealing a certain amount of smugness at his conclusion and he shot the time rotor a sullen glare in response.

He was wide awake now though, and the Tardis could no longer distract him from the words of the oddly suspicious Professor Lazarus he decided as he tuned the Tardis monitor to the right date and time for the news broadcast that had been on Martha's TV.

Almost as soon as he'd woken up and gotten back into the console room, the Doctor had been looking into the Professor and his work. Everything seemed very innocuous, innocent even, and nothing that the man seemed to be working on could really be described as "changing what it meant to be human." All of which made the Doctor suspicious of the interview he'd witnessed in Martha's flat, which was why he'd decided he needed to see it again.

The Tardis tuned into the right digital signal and once more the old professor stood in front of cameras and reporters with Martha's sister just behind him, and made his confident declaration as the Doctor frowned back at him. If Martha's sister worked for the professor, maybe she knew what he was working on. He could ask Martha-

The Doctor's thoughts ground to a halt before he began to grin. An excuse not to be alone inside the Tardis was all he'd needed and he flipped the handbrake, reversing their last dematerialisation and darting to the doors of the Tardis.

"No, I'm sorry," he said as he swung his body out of the door and shook his head at a beaming Martha mere seconds after he'd left, "Did he just say he was going to change what it means to be human?" the Doctor demanded, knowing exactly what the Professor had proclaimed and watched Martha struggle for a casual response to his sudden reappearance.

"Uh... Yeah, I think so," she answered, and the Doctor stepped out of the Tardis again and pulled the doors closed behind him.

"Well we can't have that, fancy crashing his party?" he asked and Martha's grin grew even wider as she nodded, and the Doctor smiled back.

* * *

Owen was the last to leave the hub that night, and he'd only been gone five minutes before Rose appeared in the doorway to Jack's office with a mug of tea in each hand, and a determined glint to her golden brown eyes that made Jack sigh and put the folder he was working on away.

Rose placed one of the mug's in front of her friend before taking the seat opposite and taking a sip from her own drink.

"What happened?" she demanded, and Jack became frowning in thought.

"What have you found out about the device?" he shot back and Rose's eyes narrowed dangerously.

"No, you don't get to do that," she told him firmly, "I stayed at the hub for you, I've taken on decoding that device for you, and I didn't press you for answers earlier because you asked me not to, so you're going to tell me what's going on right now, before you get to ask me what I found out," Rose insisted slowly, her eyes locked with Jack's for a long moment before he surrendered with a tight nod.

"It felt like... something was in my head," Jack admitted, "clawing around and looking for something, and... it felt like it was coming from Toshiko... but Tosh isn't psychic, so maybe it's alien and looks like her, maybe a shape changer, which is why I need to know what you found out about the device," he admitted, his expression full of concern for Tosh and Rose bit her lip as she turned the issue over in her head.

"I asked you yesterday if she seemed distracted," Rose mused quietly, and Jack nodded.

"I've been watching her, it's like she'd focussed on something else entirely," he admitted and Rose bit her lip.

"You said you felt her in your head?" the blonde asked, and when Jack nodded Rose sighed, "Before you came in she'd already asked me about the transporter... that's what it is, by the way, a transported for two life forms... I'd told her that I didn't think it was a weapon and she asked me what I thought it was-"

"Did you tell her?" Jack asked, frowning and Rose shot him an exasperated look.

"Of course not. For starters I wasn't sure yet, and don't like speculating, but the point, which I was getting to, was that after I told Tosh I didn't want to guess what the device was before I knew for sure she went very quiet, and then got a headache suddenly."

Rose paused as though waiting for Jack to realise something, and frowned at him when he shook his head, confused.

"Must be a parallel world thing," she muttered, "All Torchwood field operatives had basic psychic training to protect our minds," Rose explained. "So if Tosh was trying to get into my head for answers, she'd have hit a brick wall, it would have been like physically walking into one, hence the sudden headache."

Jack looked poised to start asking her about her ability to protect her mind, but shook his head and refocused on the current problem, "But Tosh isn't psychic," he said Rose shrugged.

"No, but if I had to guess I'd say that whatever is after that transporter is, which would explain why none of the controls are touch based or voice activated."

"You think that whatever came through on the transporter is using Tosh by giving her psychic powers?" Jack asked and Rose sighed again, running a hand through her long blonde hair.

"I don't know, Jack... but if you wanted someone to betray their friends, and get you inside a secure building that's got a reputation for locking aliens up, how would you do it?" she asked, and the Captain thought for a long moment.

"Surface thoughts," he said a moment later before cursing violently, "If all she hears are the superficial surface thoughts-"

"Then things look pretty ugly, right?" Rose added and the two of them shared a dark grimace before beginning to figure out a way to help their friend.


	13. Long Time, No See

**A/N:** _Yes, Ok. I'm posting this early. I'm sure none of you will mind that, but I couldn't hold out on posting this chapter any longer. So here's the reunion for you all. Enjoy!_

* * *

Rose hadn't realised that Owen had returned to the hub until she got a phone call from the doctor.

"Rose, I called Jack but... well, I found something I think you're both gonna wanna see," he said down the phone and Rose frowned.

"Owen... I'm in the lab," she replied, and a moment later the doctor's head appeared at the end of the walkway before he rolled his eyes and shut his phone with a snap, ending the call.

"Do you know what this is yet?" he demanded as he approached, indicating the alien device on her table, and Rose frowned.

"Why?"

"Because whatever it belongs to has been ripping out people's hearts ever since it arrived," Owen said and Rose could almost feel the blood draining from her face.

"Let me get back to this then," she said a moment later, "You said you called Jack? Give me a shout when he gets here?" she asked, and Owen nodded before heading back to his computer to organize whatever files he'd found to back up his statement.

Rose turned her eyes on the transporter and let her mind move back over the plan she and Jack had thrown together earlier that evening. They had a plan, sure, it just wasn't a very good plan and Rose could see a thousand ways it might go wrong.

It was, however, the only plan they had.

A quick test of Rose's theory, that the species who had travelled with the transporter was telepathic, proved that with a little effort and a huge headache Rose could access the settings, and with Jack's knowledge of space coordinates they had reconfigured it's programmed landing location. She'd hoped that they wouldn't need to use the transporter as the weapon they'd turned it into, but if this creature had been ripping out hearts for nearly two hundred years, then she doubted it would be willing to sit and have a rational discussion about its crimes.

At best it was going to be scared and desperate, and at worst brazen and dangerous.

* * *

Jack had taken a quick glance over Owen's files and immediately called in Ianto and Gwen, waiting for them to arrive before he launched into explaining to them all that he believed Tosh was being manipulated by the very same alien that had been tearing out hearts, and could be in serious danger. Before the Captain could explain the plan he and Rose had worked on though, Ianto informed them all that Tosh was entering the hub and she had a blonde woman with her.

"Get out of sight, we wait to see what they're here for," Jack ordered, and everyone moved to hide, and Rose had to force back an inappropriate grin as she suddenly had a mental image of them all jumping out and shouting surprise. Now wasn't the time.

Jack had the transporter in his hands when he found Rose, tucked behind the solid rail of the catwalk above the lab, and crouched beside her just as the vault door began blaring it's alarm and opening.

"Can you trigger this if we need it?" he whispered, and Rose nodded before they both fell silent, listening to Tosh and her friend enter Torchwood.

"In Xanadu, did Kubla Khan, a stately pleasure dome decree, where Alph, the sacred river, ran, through caverns, measureless to man, down to a sunless sea... So, where is it lover?" came the delicate sing-song voice of the blonde, and Rose was careful to keep her thoughts locked down tight, hoping that the rest of the team were out of this being's telepathic range.

Jack not having time to explain their plan might work in their favour, Rose thought a moment later when she realised that the Torchwood Team's unprotected minds might well have ended up being their downfall.

"Stay here. If Rose has finished working on it then Jack, my boss, must have it," Tosh explained, and they could hear her boots against the metal walkways suddenly come to a stop.

"Be quick," the blonde all but purred, "I've a long journey ahead of me... I might need something to eat before I go."

The subtle threat to Tosh's life was all it took to snap Jack's control and Rose cursed under her breath at his recklessness.

"This what you're looking for?" he called out as he stood, staring down at the women and the alien with a grin.

"Jack..." Tosh breathed, and Rose didn't know if she was scared or upset that he was holding the transporter.

"A friend of mine, let's call him Vincent, that was his name after all," Jack told them as he started to move along the catwalk towards the stairs, and Rose recognised the beginning of a story that was designed to distract and buy time. She knew he'd picked it up from the Doctor, and the familiarity of the technique brought a smile to her face in spite of her concern for Tosh and Jack, and even the alien.

"Vincent was a regular guy... had a girlfriend, liked his sports, liked a beer... then he starts acting... a little... strange, a little distracted," Jack continued, keeping his steps slow and measured with the transporter grasped firmly in both hands. "Suddenly, he disappears for a couple of months. He comes back, and we've got to start calling him Vanessa!" he exclaimed, finally reaching the stairs and moving down them smoothly, barely breaking the flow of his story, "Since then I've always been a little nervous when a friend behaves out of character," he told both Tosh and the strange blonde, his voice turning from cheerful to firm in the space of a sentence.

Rose admired the way he managed to remain unthreatening, and still broadcast the fact that he didn't trust the stranger amongst them as he lean forward slightly, holding the aliens gaze, "I'm sorry, we haven't been introduced; Jack Harkness... My guess is you're not from around these parts," he drawled, his American accent suddenly shifting to something that sounded like he'd come from a southern state and Rose covered her mouth to smother a delighted laugh, and made a mental note to get her friend to repeat the accent at a later date.

"Now this?" he continued, laying the trap for their guest, even as Rose hoped she wouldn't take it, "huh! This is incredible... You know what it is?" he asked and Rose assumed he was asking Tosh as it was clear now that the blonde knew exactly what the device was.

"It's a transporter," Tosh answered, "Mary was a political prisoner. She was exiled here. Look, Jack-"

If Rose hadn't seen the hundreds of victims with their hearts ripped out she'd have wanted to help this woman as well, she admitted to herself and let her eyes drop closed. If the deaths were necessary for survival and if the woman showed remorse for that necessity, they could still help her. It all fell on the woman now, and Rose was keeping her fingers crossed that her hopes weren't misplaced.

"You've got half of it right," Jack cut off Tosh firmly and Rose shifted slowly to peer over the edge of the handrail. Jack had moved to within a few feet of both women, and they'd both turned to keep their eyes on Jack, their backs to Rose's location. She made use of this, slowly rising to her feet and creeping along the catwalk her movements glacial so that the metal didn't alert them to her presence while Jack continued to illuminate their friend and challenge the stranger into explaining herself.

"Mary, it is Mary, isn't it? You want to tell her the really interesting bit?" Jack asked lightly, "No? Chatty, isn't she? I don't know how you got a word in edgeways, Tosh... It's a two man transporter, or whatever you people may be... you might be squids, for all I know. A two squid transporter. Room for one prisoner, and one guard," Jack taunted, latching onto the fragment of information Tosh had given him about the woman being a political prisoner and Rose winced as she put the pieces together.

Where was the guard?

"Want to tell us what happened to your guard, Mary?" Jack prompted, and for the first time since he had revealed himself Mary spoke.

"I killed him," she announced easily, "but I was disturbed... a woman came, and I was in no hurry to return home only to be executed. I knew I would need a body on this primitive planet to blend in, so I took hers," Mary explained easily, and Rose could see the betrayal on Tosh's face. She'd not known.

The vault door suddenly began to close and Rose knew Ianto had hit the remote. Slowly the rest of the team revealed themselves to Tosh and Mary and Rose gave up her slow quiet movements to descend the same steps Jack had gone down, moving to stand just behind the Captain as the rest of the team spread out around the hub cautiously.

Clearly hearing Mary so casually admit to the murder of her guard had made them all decide not to leave Jack or Tosh alone with the woman. Mary glanced around at them all, but overall seemed unconcerned with their presence, merely continuing her tale.

"Then another came. A soldier. He tried to shoot me, so I plunged my new human hand into his chest and plucked out his heart," Mary announced cheerfully and Owen shook his head, anger written in every line of his face.

"And that's what you've been doing ever since." he accused and Mary didn't deny it, agreeing easily.

"This form needs to be fed."

"All those punctures were all about the size of a fist. My God, all those people. You killed all those people..." Owen spluttered, as though unable to quite comprehend the sheer number of deaths this woman had caused, but what broke Rose's heart wasn't just the death's but the way in which Mary was showing no regret and no remorse for her actions. Rose could have forgiven her if it had been that or death, something she'd wished to avoid doing but couldn't. Something she regretted, but the grin across her soft human features was cold and Rose shivered when Mary continued her story once more.

"I fled before any more soldiers came. I had so much to explore and how I loved this body!" she exclaimed with a light laugh, stalking away from where she'd been cornered, moving closer to the lab Rose had spent the last few days working in, and was swiftly followed by Tosh and Jack "So soft... so wicked... the power such a body has in this world..." she purred in delight, and Rose watched Tosh flush and duck her head.

Rose moved around the room as Mary continued, trapping the woman between Owen and herself, with Tosh and Jack on the walkway over the water from the fountain that the alien had just stepped off. As she began to bring her story to it's end Mary began pacing restlessly, like a tiger in a cage, and Rose could feel her frame tensing in response. The woman was too relaxed considering her position, which in Rose's experience meant the woman had a plan.

"Within a few years the forest had gone, the transporter was safely buried under the spread of the city but I didn't care. As I said, I wasn't in any hurry to get home... the more time that passed the more likely it was they will have forgotten about me and-"

"and you've been killing ever since," Rose cut her off, drawing the woman's eyes to her and making Jack shift slightly in concern.

"I knew there might come a time when my situation here became complicated," Mary said, her dark eyes locked on Rose's and the two women glared at each other for a long moment before Mary turned back to Tosh, Jack and the transporter in his hands, "But I was safe as long as I knew where the transporter was."

"And then it was uncovered," Jack added, but Mary wasn't finished.

"As soon as the air touched it's surface, I could feel it... so I found my Toshiko. My beautiful Toshiko..."

Rose watched Owen tense but before she could do or say anything to stop his movements, Tosh spun her head round to stare at him, mouth open to shout him a warning that, Rose noticed, Mary didn't seem to need.

"Owen, no!"

A blur of movement and gaseous energy later Mary had swiped up one of the blade-like tools from Rose's lab table, and moved to Tosh, holding her arm in one hand and pressing the blade to the woman's throat even as Rose took a single step towards them both, a growl of anger and frustration escaping her.

"Let her go, Mary! Let her go!" Jack shouted, and Rose could hear Owen cursing his own mistake.

"Toshiko, tell them to give me the transporter," Mary said calmly, and Rose's hands curled into fist's when her friend started crying.

"I can't, Mary."

"You," Mary said suddenly, nodding at Owen, "I'll exchange Toshiko for that one," another nod at Gwen and Rose narrowed her eyes as she tried to figure out what Mary was playing at.

"Just... put the knife down," Owen tried and Mary grinned.

"Did you hear him? He didn't want to, did he?" Mary cooed into Tosh's ear and everything fell into place for Rose. Surface thoughts. The fleeting things that pop into your head, the frustration fuelled hatred that you'd never really mean or act on. The shallow and superficial desires that are never spoken because you're ashamed of them. The preference of one friend over another, the preference you never show because you know in your heart you'd never swap either of them. Surface thoughts were cold and cruel without the deeper emotions and motivations behind them to clarify their existence, and surface thoughts were all that Tosh could hear.

If she thought that surface thoughts were true emotions and motivations Mary might be able to get Tosh to help her, and Rose wasn't going to let her friend be used like that.

"Please, don't," Tosh begged and Rose took a deep steadying breath.

"That's what they think of you. That's who you've been working with for all these years..."

Carefully, Rose lifted the protections on her mind and let Tosh into her head, wincing slightly as she finally understood what Jack meant by the crawling sensation. However Tosh was doing what she was doing, it wasn't a natural ability.

'Tosh,' Rose whispered softly, hoping the quiet call would be missed by the alien holding her friend, 'It's not true, what she's saying... you're only seeing the surface thoughts, fleeting thoughts and emotions that mean nothing' she said and slowly Tosh's breathing was calming. Mary's pleased smile seemed to indicate that she thought it was her cooed words of affection, but Tosh's dark eyes were staring at Rose in shock and surprise.

"-It doesn't change the way I feel about you. We have a connection Toshiko, something real..." Mary purred, and Rose offered the Technician a small smile.

'Trust me... trust Jack... and I'll take you to a real pub quiz when this is all over,' Rose whispered and Tosh loosed a watery laugh despite the blade at her throat.

Her eyes flicked to Jack then, and Rose slammed her wall back into place. With Mary's lack of remorse and Tosh's life on the line, she knew Jack would be implementing their plan and moved to stand beside him, slowing her pace when Mary tightened her hold on Tosh.

"Okay, you want the transporter? We want Toshiko. I think that's a fair swap," Jack insisted, eyes bordering on frantic, and Mary smiled at him slowly, "Keep the knife and I'll give you the transporter myself," Jack offered, holding out the transporter temptingly and after a moment Mary took the offered opportunity.

Shoving Tosh away from her and into Ianto's arms, Mary grabbed hold of her ticket home, freezing when Jack didn't release his own hold, and grinning at the Captain.

"You smell... different... to them," Mary said slowly, and Rose began creeping closer to the pair of them, staying out of sight behind Jack's larger frame while he distracted the alien.

"That's nothing. It's when you compare teeth with a British guy, that's when it's really scary," Jack flirted.

"What are you?" Mary asked him, curiosity written all over her face, and Rose used her fascination to slide a hand around Jack's waist to lay her palm on the device, linking her mind with the transporter's interface and hitting the activation switch.

"I don't know," Jack admitted quietly and Mary laughed, not noticing the vibrations running through the transporter.

"And you would have put me in a cage?" she asked before Rose stepped out from behind Jack, a hand pressed to her temple as she fought off a blinding headache and shook her head.

"We were never going to put you in a cage," she denied as the transporter activated, beeping loudly, the humming growing deeper and more audible now and Mary's smile vanished as she glanced down at the device in her hands.

"What's happening?"

"Oh that?" Jack asked lightly, letting go and backing away from Mary to casually sling an arm around Rose's waist, offering her support when she swayed from the headache now raging through her skull. "I reprogrammed it for you. It's set to enable..."

The transporter beeped once more before a loud clanging sound could be heard and Mary was forced into her natural form before being enveloped in the light now emitting from the device. Slowly the ball of light shot up, passing through the pavement above their heads and disappearing to the coordinates Rose and Jack had set mere hours earlier, and Rose let her head rest against Jack's shoulder lightly, her eyes slipping closed.

"Sort of now," Jack finished his previous sentence softly.

"What did she-? Has she gone home?" Rose heard Tosh ask, tears still in her voice and she winced, bracing herself to tell Tosh, but Jack squeezed her waist and took the blame. In the same way Rose had fired the first shot when Lisa had stolen the body of the pizza delivery girl to guard him against Ianto's anger, Jack did the same thing for her now with a shake of his head.

"I reset the coordinates." he told Tosh gently.

"Where to?"

"To the centre of the sun. It shouldn't be too hot, I mean, we sent her there at night and everything," he drawled. A poor attempt at humour to lighten the mood, and Rose could hear the accusation in Tosh's reply.

"You killed her."

"Yes!" Jack snapped. Tosh hadn't seen the hundreds of bodies yet. The hundreds of victim's Mary had left behind, and the lack of remorse over those deaths had clearly evaporated any kind of forgiveness Jack might have offered.

With that one word he gently turned to guide Rose out of the main hub and settle her down with some pain killers. They left the rest of the team behind, and Rose let Jack fuss over her for a few minutes, taking the tablets he gave her and waiting until the pounding in her brain began to recede before she opened her eyes to find the Captain sitting across from her, a look of concern in his blue eyes.

"You should speak with Tosh, help her understand," she whispered and Jack lowered his eyes.

"Seriously Jack, she loved Mary... and Mary used her. She used her emotions and her insecurities to manipulate her... the last thing someone needs after an experience like that is more judgement," Rose told him, eyes flashing with pain as memories of Jimmy Stone ran through her mind and Jack frowned.

"Hey, are you ok?" he asked quietly, and Rose offered the man a weak smile.

"I will be... and so will Tosh. Go and speak with her," she urged again, and Jack sighed, but he couldn't quite smother the soft smile her concern for their friend drew to his lips.

"Rest. Let those pain killers do their job. I'll come find you in a bit," he told her, gently pressing a kiss to Rose's forehead before leaving to go and do exactly what the young woman had told him to, picking up the files on the people Mary had murdered as he went.

* * *

Sitting in front of an empty desk with her head in her hands, Rose waited impatiently for her head to stop throbbing, focussing on breathing slowly and not tensing up. It took a little while but eventually the pain eased enough for her to pay attention to the world around her again, and it was then that she realised Owen and Gwen were having a whispered conversation on the catwalk above her.

"Just ask her," Owen demanded softly.

"I will, Owen, but give it a bit of time," Gwen responded, but the doctor had clearly got himself riled up.

"It's fucking sly, we should say something to her." he continued, and Rose could hear the exasperation in Gwen's answer.

"Owen, I don't know what you want me to do, she's been through enough..."

"Look, it is really creeping me out-"

"Okay! All right," Gwen said, her voice sharp even while she continued to whisper, "Owen, don't be a son of a bitch about this," the woman warned but their conversation died as a door opened and Rose sighed.

She'd have moved away to give them some privacy, but her head still felt tender and, she reasoned, if they didn't want to be overheard, they shouldn't be talking in the hub.

"When did you have this... I don't know, ability?" Gwen asked, and Rose assumed that it was Tosh who'd stepped through the doorway above. A quick check of her mental map of the hub told her that she was sitting below the conference room so Ianto must have been taking her statement for their records.

"Just a couple of days," Tosh answered softly, and Rose sighed, already sure that Owen wasn't going to be content with such a vague answer.

"What did you hear?" the doctor demanded.

"A lot of it was noise... emotions... references I wouldn't understand..." Tosh offered, and Rose realised that the woman was trying to give her two teammates an illusion of privacy by pretending to not have heard anything of importance and Rose winced.

While she could see the intent behind Tosh's words, it was a little too close to the lying she'd been doing for the last few days for it to sit comfortably with Rose, and apparently Owen too, judging by the frustrated tone of his voice when he spoke again.

"Yeah; and the rest?" the doctor demanded, voice hard, and there was a pause before Tosh answered quietly.

"The rest was none of my business."

"No. It wasn't." Owen snarled, before Rose heard his heavy footfalls walk along the catwalk and away from the two women above her head.

"I don't know... where this leaves us," Tosh muttered into the silence Owen left behind him.

"Me neither," Gwen agreed reluctantly, "We can't really take the moral high ground over this..." There was a pause before Gwen continued, speaking quickly as though trying to get the words out before she changed her mind.

"This thing between me and Owen, it's-"

"No, Gwen," Tosh cut her off, "What I did was an invasion. I wasn't in control, I realise that now... Even so, I-I can't... I have to live with this. Not what I heard, but what I did to you..." the woman choked out, and the pain in her voice convinced Rose that she needed to have a quiet chat with the woman who was clearly tearing herself up over the mistakes she'd made in the last few days.

"And my betrayal?" Gwen asked.

"What do you mean?"

"...I'm living with mine," Gwen said softly, "This should be my wake up call. I should stop, but I won't. What does that say about me?" Gwen asked, and Rose ran a hand across her face, carefully rising to her feet.

Whatever Gwen and Owen were up to, that wasn't any of her business, she decided and move to leave the small room Jack had sat her down in to make her way over to Owen slowly, watching as he slammed the keys on the keyboard in his badly masked anger.

"Owen," Rose said softly, drawing his attention and his eyes glared at her for a long moment.

"What?"

"When you overhear a conversation that you're not meant to, what do you do?" she asked and he tensed, eyes darkening further.

"What do you mean?"

"I mean that when you overhear something that's obviously meant to be private, you stay silent, right? Don't say anything about it because you're not supposed to know and it's none of your business, yeah?"

"What's your point?" the doctor demanded, clearly understanding what Rose was talking about and the blonde smiled as she leant against the corner of his desk.

"My point is that right now you're angry, and don't get me wrong, you have a right to be... but when that anger calms down a bit, try and forgive her, yeah? and then if you can forgive her, talk to her so she knows things are all right."

Owen glared at her a moment with his arms crossed, but his eyes flicked up to the catwalk where Gwen and Tosh were still talking softly before he growled, "Bloody hell, Tyler, anything else you want?"

With a tongue touched grin Rose held her arms open for a hug and Owen froze.

"No."

"Oh come on, you'll feel better," Rose wheedled and Owen pushed his chair away from her.

"Absolutely not. I'm not a hugger!" he snapped, and Rose's grin faded from playful to soft, eyes sparkling.

"Yeah, you are," she corrected him and after a few more seconds hesitation, and a quick glance around the office to make sure they weren't being observed, Owen stood just long enough to wrap her in a crushing hug that she returned with equal force.

When they heard footsteps on the catwalks Owen released her quickly and she punched his upper arm lightly, "Go on then, it's late. Log off and head on home," she ordered and he shook his head with a sigh, but didn't argue with her.

Turning her back on Owen, Rose intercepted Tosh as she was leaving the hub, and grabbing her own coat the blonde linked arms with the technician, ignoring the woman's startled stare.

"Come on then, you look like you need someone to talk to for a bit, and I doubt you're in any rush to get home right now," Rose offered, and slowly a soft relieved smile touched Tosh's lips as Rose led her through the door and up into the night air.

* * *

For a while Rose and Tosh just walked together side by side. Rose bought them both a tray of chips from a hole in the wall chippy, and by the time they'd eaten and made their way back to a bench in the Roald Dahl Plass, most of the tension had leaked out of Tosh's shoulders.

"Why aren't you as angry with me as everyone else?" the woman asked Rose eventually, and Rose turned to her with a smile.

"It helps that I know you never got into my head," she admitted and Tosh blinked at her surprised, "Plus, let's be honest, us humans have curiosity by the bucket full! Handing us something that gives us a peek into the unknown? How could you resist?" Rose asked, before shaking her head as Tosh flushed.

"I don't blame you," Rose reassured the woman gently but when Tosh continued to look embarrassed Rose settled on something to distract her.

"Parallel world Torchwood... we had more instances of peaceful contact with aliens that we do here, and after we encountered this one species who were telepathic, they insisted that they would only speak with Earth representatives who could ' _quiet their minds_ '," Rose told Tosh with a grin creeping over her features when she saw the woman's eyes begin to sparkle with curiosity and a thousand questions.

"When they realised that none of us knew how to do that, they sent a representative of their own to teach us how... my team was one of the first they taught to protect our minds... I mean, I can't do what that device did for you, I can't look into people's heads, I'm not telepathic," Rose assured Tosh quickly, "humans aren't, typically, but I have enough understanding of telepathy to keep a telepathic being, or apparently their technology, from seeing my surface thoughts... To see into my head they'd have to put some effort into it and while I wouldn't be able to keep them out, I'd at least know the intrusion was happening."

"That's... amazing; how-"

"There you two are," Jack called, interrupting Tosh as he marched towards them both, his long coat flapping as the wind caught in it and Rose raised a hand in a brief wave.

"I needed to get some air, clear my head a bit... Tosh offered to keep me company," Rose said, and Jack smiled as he reached them. Holding his hand out to Tosh, the telepathy pendant sitting innocently in the palm of his hand and slowly Tosh picked it up.

Moving to sit beside her, so that Tosh was sandwiched between Rose and himself, Jack watched her stare at the seashell-like pendant with a sadness in her eyes that broke his heart.

"It's funny," she said after a long moment, throat scratchy with emotion, "Such a small thing, and it could be the most powerful piece of technology we've ever found."

"In the hands of humans? Absolutely," Rose agreed, "Telepathic species usually have social guidelines, like not entering a mind without permission, or not broadcasting your thoughts unless it's an emergency, that sort of thing... Humans just aren't made to know the in's and out's of each other's heads."

"It could tear down governments... Wipe out armies..." Tosh whispered, her horror growing as she began to realise that the damage she'd caused in her relationships with her friends was nothing compared to what someone with real malicious intent could accomplish. "What do we do with it?" she asked Jack and Rose softly, eyes wide and glancing between the two of them uncertainly, but Rose just looked to Jack and he sighed.

"It's up to you," he told Tosh gently, and she seemed startled at the man's display of trust after she'd so easily thrown that same trust aside over the last few days.

Tosh turned her dark eyes back to the pendant in her hands and stared at it for a few moments while Jack and Rose stayed beside her, silently supportive, and eventually she nodded, releasing a shaking breath.

"It's a curse," she muttered, slowly letting it drop from her fingers to the ground before crushing the fragile gemstone under her boot, and Rose saw Jack turn his head away slightly to hide the proud smile that had erupted over his face.

"Why couldn't I read your mind?" Tosh asked Jack, "Rose... I couldn't read hers because she's had training, but you were different."

"I don't know," Jack admitted, shrugging slightly, "Though I could feel you scrabbling around in there," he added with a shudder.

"When I tried to read Rose... it hurt, like I'd smacked into something solid, but with you... I got nothing," Tosh explained, "It was like you were, I don't know... dead," she finished, laughing at the absurdity of the statement but Jack sobered, and Rose caught his eye for a moment until he shook his head.

Too many people knew about his inability to die as it was, no matter how much he trusted Tosh he didn't want anyone else to know, and Rose gave a slight nod of understanding.

"That list for UNIT," Jack started and Rose straightened up and glared at him.

"I did that!" she exclaimed, but Jack ignored her and continued giving Tosh her instructions.

"Rose is useless when it comes to anything that requires an ounce of organisation," Jack taunted playfully, before sobering "I want it on my desk tomorrow, or I'll... What do bosses do in situations like these?" he asked suddenly, voice curious, "You know... regular bosses. Do I get to beat people?" he said with a laugh, and Tosh couldn't stop a grin from creeping over her face.

"We've got rules for that," she told him and he groaned while Rose laughed at the pair of them.

"Argh, red tape!" the Captain complained, shaking his head in feigned frustration, but Tosh had sobered quickly, and Rose wrapped an arm around her shoulders.

"Go on, ask," she offered and Tosh let out a shaky breath.

"It's something Mary said. Probably the only honest thing she ever did say... I asked her why she gave it to me, and she said... that after awhile it gets to you... it changes how you see people..." Tosh's voice broke slightly when she raised her eyes, wet with tears, to stare helplessly at Rose, "How can I live with that?"

"There are some things we're not supposed to know; You got a snapshot, nothing more," Jack tried to reassure her but she just shook her head.

"I don't mean about Gwen and Ianto and Owen... I mean the whole world. It doesn't matter. None of it matters." she choked out and Jack stared at her helplessly, not knowing the answer to her question, but Rose slid off the bench to crouch down in front of Tosh, staring up at her tear stained face and taking hold of her hands firmly.

"Look up there," Rose encouraged the woman, her voice gentle, "I know they're hard to see with all the lights from Cardiff but it's a clear night... do you see them? The stars?" Rose asked and Tosh slowly followed her instructions, nodding when she could focus on the pinpricks of light above them.

"All those galaxies, all those stars... all those worlds... None of them are going to fix the things wrong with this planet. They're not going to answer your questions for you or give you what you want... But they're important. They're all important, including us." Rose kept her voice soft, and let Tosh continue gazing quietly into the night sky.

"It helps to stare out at them and remember that while you and your problems are infinitely small in comparison, we are also a tiny puzzle piece in that vast beautiful galaxy. We are inherently flawed, Tosh, we're not perfect, but there's a hell of a lot of good on this planet, and the universe wouldn't be quite the same kind of amazing without us," she promised gently, and Jack stood quietly, leaving the two women to sit and stare up at the stars.

* * *

Even though Jack had promised Rose that come the next case he wouldn't stop her from taking part in the field work, it seemed like the alien's were conspiring to drive her mad because for the next week Torchwood had nothing.

No UFO's. No prank sightings. No genuine alien's. Not even a weevil, and Rose was beginning to go stir crazy.

To top it all off, Tosh was taking some holiday time, and Rose's computer wouldn't let her log in, which was how the blonde found herself tangled in wires, crawling around the floor underneath her desk, and wishing for the Doctor's sonic screwdriver in between frustrated curses first thing on a Saturday morning. Before her first cup of tea.

"Rosie!" Jack shouted for her and she jumped, startled, cracking her head sharply on the underside of her desk, and Rose growled darkly.

"This had better be good, Harkness!" she shouted back, carefully crawling out from under her desk, and glaring up at the immortal as she attempted to untangle her limbs from the multitude of wires that were clinging to her.

Jack didn't seem bothered by her black mood though, just grinning down at her with sparkling blue eyes and somehow that just managed to annoy her even more.

"I've spent the last hour fighting with your computer system because, once again, the retinal scan isn't recognising me as me... To make things worse, the kettle broke this morning so I've not even had so much as a cup of tea yet, but I can't order a new one because my computer won't let me in!" she finished with a snarl, throwing the non-sonic screwdriver she'd had in her hand back to the floor as she staggered to her feet.

"Rose, look," Jack said simply, ignoring her frustration filled ranting as he turned on the television in her small office. Brushing the dust and dirt from her hands, Rose sighed and leant her hip against her desk, arms crossed with a reluctant air of impatience.

A hint of curiosity began to build in her golden brown eyes though as an elderly man appeared on the BBC news. The bright red info-bar at the bottom of the screen named him as Professor Lazarus, world renowned geneticist, and she frowned, finally beginning to listen to what the man was saying at his televised press conference.

"...will demonstrate a device which will redefine our world, with the push of a single button I will change what it means to be human... thank you."

"And that was the words of world renowned geneticist, Professor Richard Lazarus. His PR representative went on to say that they will be hosting an invitation only black tie event at the Professor's labs later tonight, and hopefully we'll be able to discover more about the Professor's invention then. That's all for the eight am news, and now for the weather-"

"Change what it means to be human?" Rose asked, brown eyes narrowed, and Jack grinned at her as he switched the tv off again.

"Feel like investigating, Rosie?" Jack teased, knowing that she'd be up for almost anything, considering how trapped she'd been feeling cooped up in the hub, "Someone should really be on site tonight, keep an eye on the professor, make sure this amazing new invention is purely earth technology..."

"Anything's better the fighting this stupid computer any longer," Rose grumbled, but the venom had left her voice and Jack smiled when he spotted the light returning to her gaze. Catching the Captain's smile, Rose rolled her eyes and punched him in the arm with a soft "Shut up," that made Jack release a sharp bark of laughter.

"It's black tie, Rosie, you'll need a dress, shoes, the works," he warned and Rose nodded with a grin, "I was an heiress in the parallel world, I do know how to dress for a party, Jack," she teased and he grinned before sobering quickly.

"You'll have to go in alone, I only managed to wrestle one invitation out of my contacts," he explained, frowning, "normally I'd go myself, not being able to die, an' all, but I did promise that if anything cropped up..."

"Thank you," Rose told him quickly, "I need to get out of here, do something other than stare at a screen," she told him, rubbing at her tired eyed for a moment before sighing and offering Jack a smile, "and I'm sorry for snapping at you."

"Don't worry about it Rosie, I understand." he told her, before handing over the Torchwood credit card and sending her shopping, but not before telling her to find something that would 'knock 'em dead'.

* * *

A quick trip around Cardiff central and Rose was able to find something that could pass as couture or at least designer, and paired it with some sensible boots that looked great with the simple black dress while still enabling her to run, should the need arise.

When she'd stepped out of her room in the floor length black velvet affair she'd picked up, her hair in ringlets around her face, the single strap leaving her shoulders bare, Jack had wolf-whistled loudly enough for her to feel justified in punching him in the arm until he apologised.

She ignored the fact that his apology was interspersed with delighted laughter at the blush he'd brought to her cheeks. There was a split to her knee that made getting to her leg holster and the gun it held easier, and after shrugging on a midnight blue suede coat, lined and trimmed in thick black faux fur, Rose commandeered one of the Torchwood vehicles to make the three hour drive from Cardiff to London.

Getting into the event turned out to be as easy as walking into a shop. She had an invitation, and her name was on the list and Rose swiftly began mingling with the other guests.

She felt a little out of her depth, almost everyone in the room knew far more about the geneticist's work than she had any true interest in, but she was able to grasp the basics.

On the plus side, the technology was far more advanced than what Jack had expected to see in 21st Century London, so the mission was more of an attempt to make sure there hadn't been any alien intervention than to interfere with the Professor's experiment themselves, making her rudimentary grasp of the subject was all that was really necessary for the evening.

Despite her limited knowledge, Rose managed to make small chit chat with a variety of people in the room. She knew just enough to ask the right questions and figure out that Professor Lazarus had been working on this project, whatever it was, for years but had only made any serious progress in the last few, none of which raised any alarm bells in her mind.

The fact that he'd been working on the project for so long actually soothed her concerns. Most hostile alien forces didn't have the patience to put in years and years of work to take over a planet, with a few notable exceptions, but she couldn't afford to exclude those rare exceptions until she knew exactly what the Professor's breakthrough was and it seemed that no one who might have been willing to talk knew any more about it that than she did.

Eventually the lights were lowered, and a spotlight shone onto the Professor and his device that had been placed in the centre of the room for everyone to peer at, and as Lazarus began his speech, Rose swiped up a glass of champagne off a passing waiter.

"Ladies and gentlemen, I am Professor Richard Lazarus and tonight I am going to perform a miracle. It is, I believe, the most important advance since Rutherford split the atom. The biggest leap since Armstrong stood on the moon."

His guest's were quiet, but the many journalists were snapping pictures like their lives depended on it and Rose had to force herself not to raise an eyebrow at the Professor's ego, and stay focussed on what he was saying as she moved closer, carefully weaving in between people to stand nearer the device.

"Tonight you will watch and wonder, tomorrow you will wake to a world that will be changed forever." he declared before turning and climbing inside his own invention and Rose frowned.

If something went wrong or didn't go as planned, if the Professor was the test subject, then who the hell was going to know enough about this contraption to help him? she wondered, and she placed her untouched glass of champagne on the nearest flat surface.

Suddenly the machine lit up, waves of energy radiating up the four external columns as they exuded enough bright blue light to make everyone reel back, raising their hands to protect their eyes.

As the four columns began to spin around the central chamber containing the professor, growing faster by the moment, visible rings of energy began fluctuating across the machine and Rose's jaw dropped in a mixture of awe and horror when alarms began blaring from the control panels set at the back of the room.

She managed to take two steps forward, a desperate attempt to do something to stop the machine when she came to a stone cold stop as, over the alarms and the groaning sounds being produced by the Professor's machine, she heard a familiar voice that made her heart stop and begin racing at the same time.

"It's gone wrong. It's overloading!"

Familiar brown hair, and the cursed black suit and converse made Rose drag in a shuddering breath as the Doctor, her Doctor, dashed across the room and started aiming the sonic screwdriver at the sparking and spluttering cables, while whole circuit boards sparked and began emitting plumes of smoke.

"Somebody stop him!" The shout distracted her from drinking in the sight of the Time Lord and Rose's eyes snapped to the old woman who's shouted the order.

She didn't waste another moment, forcing herself to glance around the rest of the room a locate the event's security guards. They were in shock and slow to react as the woman continued wailing hysterical orders, "Get him away from those controls!"

Rose didn't think through her actions, didn't need to. She didn't stop to wonder what her sudden appearance might do to distract the Doctor, but she moved forward in an instant and placed herself between the Doctor and Lazarus Lab's security officer's, a hand raised warningly, her fake ID held firmly in her hand as though she had some kind of authority.

"Stay back, he's helping!" she snarled. She knew the Doctor hadn't recognised her, or possibly not even noticed her yet, when he shouted a response back at the old woman, the sound of the sonic continuing to buzz frantically.

"If this things blows it won't just take this whole building with it, it'll take the whole street, is that what you want?" he shouted, and Rose stared out the guard who was standing closest to the Doctor, her eyes dark and fierce.

"Stand. Down." she growled, and they all did. The combined force of her perceived authority and the Doctor's dire warnings nullified every threat in the room save the Professors machine, and even that was calming beneath the Doctor's mechanical jiggery-pokery.

Pulling one last wire free from the console, the machine powered down and Rose stepped back to the edge of the crowd as a young woman ran towards the capsule, and began tugging on the door.

"Get it open!" the Doctor shouted as the machine finished whirring. He'd not been able to see the young woman from the control panel, and ran to the capsule himself, skidding to a halt when the door was yanked open before he could lay a hand on it to help.

The room collectively held its breath as Richard Lazarus pulled himself out of his machine, hands clinging to the edges of the door frame, only to reveal the miracle he'd spoken of when the man who stood there looked at least sixty years younger than the man who had stepped inside mere minutes before.

The journalist's camera's began snapping again, even more frantically now, and murmurs of disbelief and amazement began travelling around the room, but Rose's eyes were fixed firmly on the back of the Time Lord's head, staring at everything from that amazing hair to the black and white converse and watching as the Doctor became swiftly absorbed in events with a fascination and longing rising up inside that forced her to stay silent.

He still didn't see her, eyes fixed on the scientist with his back to Rose while Richard Lazarus finally took two staggering steps out of his machine to address the stunned room.

"Ladies and gentlemen, I am Richard Lazarus, I am 76 years old, and I am reborn!" the man cried, and if Rose hadn't already felt that there was something distinctly wrong about this, the Doctor's frozen form would have alerted her immediately.

She was suddenly and surprisingly glad that, for the moment, she hadn't been recognised. She needed to wait and draw a few deeps breaths as longing and fear bickered against each other in her stomach. She needed to wait and watch and see what to make of him, to see if he still...

Rose knew it hadn't been as long on this Earth, between Canary Wharf and her reappearance, as it had been for her in the parallel world, but the Doctor could have spent centuries in the vortex before coming out of his Tardis shaped shell and reclaiming his life with a new companion. He could have forgotten all about her, never mentioned her name, like Sarah Jane.

Or it could have been no time at all. Could it have only been a matter of weeks since he saw her last? Mere hours since they'd said goodbye at Bad Wolf Bay?

Part of her hoped so. Hoped he hadn't truly had time to miss her before they were reunited, but a small dark hollow place in the back of her mind whispered that she hoped he had missed her. Missed her for years so that he'd know, so that he'd understand just how she felt standing there and watching him watch Lazarus emerge from his capsule, with the black haired young woman standing beside him who was, more than likely, his new companion.

She sucked in another deep breath though, before releasing it in a sigh and pulling out her phone, forcing herself to turn away and move through the crowd as she hit the speed dial for Jack.

It didn't matter that her heart was screaming, trying to beat it's way out of her chest to simply run into the Doctor's arms, Lazarus' invention was big. It was huge, and she needed more information.

"Jack Harkness' phone, this is Ianto spe-"

"I don't care what he's doing right now, Yan, I need to know who's been funding Lazarus Labs," Rose cut off her friend gently, and the man cleared his throat.

"That bad?"

"Possibly. He's either a complete genius or he's had help."

"What happened?" Jack's voice came over the phone, and Rose hesitated. She could tell him the Doctor was here, but now wasn't the time for Jack to face the Doctor. She needed him to focus so she stayed silent.

"He just unlocked the scientific equivalent to the fountain of youth," she responded dryly, "We need to know who funded this project Jack, track the money, right?"

"Right, I'll text you the information when we have it."

She nodded before remembering he couldn't see her and sighed, "I'll keep an eye on things here, I've got a bad feeling about this."

There was a beat of silence and she could almost hear Jack's protective streak whirring to life before he beat it down, trusting her to take care of herself but he couldn't resist a parting warning.

"Take care, Rosie. Keep me updated."

She ended the call after reassuring him and glanced around the room, her eyes seeking out that unmistakable hair and when she spotted him talking to the dark skinned woman in a pretty purple dress, she wondered how she'd overlooked him before.

Forcing herself to focus past the thrumming of her heart still trying to escape her chest, Rose let her eyes continue moving around the room and eventually they landed on Lazarus. He appeared to be coming back from changing into a fresh suit that fit his newly de-aged body and Rose made a beeline for the man, and offered her hand to shake..

"Professor Lazarus, that was astonishing, simply astonishing," she gushed, "your invention is the work of pure genius." Rose made sure to keep her eyes wide with innocent amazement, and threw in her tongue between teeth grin that invited him to talk with her.

The professor practically oozed into her personal space as he raised her hand to his lips and left a lingering kiss there that had Rose forcing back a shudder, and instantly regretting her decision to play the wide eyes innocent.

"Why thank you, Miss-?"

"Lupin, Mal Lupin" she offered the alias Jack had helped her to build, eyes sparkling and her smile widening. Despite how creepy Lazarus was, Rose knew that she could get his guard down, and if he thought her insipid, she might be able to get him to start showing off and describe the machine to her.

Genius' usually liked to babble, she'd discovered, but the old woman who'd shouted for security when the machine was about to blow up approached and swiftly interrupted them, gripping her hands together with excited glee.

"Oh Richard, people will sell their souls for this! To be reborn!" the woman all but squealed in girlish delight, and Rose stepped back at the flash of anger in Lazarus' gaze, forcing him to release her hand that he'd still been grasping. He turned his gaze, suddenly much darker, on the woman, and the smooth smile he'd been offering Rose became tense and tight.

"Miss Lupin was just introducing herself, Sylvia," the professor began, drawing the elderly blue eyes to the blonde as Lazarus grabbed at a platter of food and began eating them swiftly.

"And you are?" Sylvia asked, superiority rolling off her tone but Rose barely managed to raise an eyebrow before the woman spotted the Professor and gasped out an exasperated and slightly shocked, "Richard!?"

"What? I'm famished!"

"Energy deficient, it's to be expected with this kind of process, you could do with a good long nap really, or a nice cup of tea..." came the voice that haunted Rose's dreams and her shoulders stiffened, hoping he wouldn't reveal her real name and she made a split second decision that she hoped she wouldn't regret and that he would forgive her for.

She turned to face the Doctor, offering a grin as he froze in shock, mouth opening to start babbling, or maybe just stare but Rose took the opportunity to speak first.

"Doctor Smith? I haven't see you in years! Not since that conference in Norway on the theory of dimensional travel, do you remember? We only had a few minutes to speak... Mal Lupin, remember?" she asked, her voice a mask of cheery recollection, but her eyes were locked on his, desperate for him to catch on and a moment later he did, his own eyes lighting up, almost glittering with excitement, as a grin crept across his face. A hand went to the back of his head, running through his hair, and the familiar gesture turned her smile into less of a mask and more one genuine pleasure.

"Oh!..Yes! Yes of course, I'm sorry... I... I didn't expect to see you here..."

"You speak as if you see this every day Doctor Smith," Lazarus cut in, his expression wary and curious all at once, but she'd thoroughly distracted the Doctor and he simply stared at Lazarus in confusion, and soft questioning "hmm?" escaping him before he shook his head to clear the spinning thoughts of Rose and dimensions and parallel worlds, and the collapse of two universes.

"Oh... Weelll no, not every day, but I have some experience with this kind of transformation-"

"That's not possible, Professor Lazarus has just invented this marvel of a machine," Rose said, continuing to play oblivious, despite struggling not to just launch herself into the Doctor's arms.

"Using hypersonic sound waves to create a state of genetic resonance; That's... that's inspired," the Doctor said, nodding slowly, and Lazarus' eyebrows raised in genuine surprise.

"You understand the theory then," he confirmed almost reluctantly.

"Enough to know that you couldn't possibly have accounted for all the variables." the Doctor added.

"No experiment is without risks."

"That thing nearly exploded, you might as well have stepped into a blender!" Quite suddenly, Rose felt like she was watching a tennis match, the back and forth of the two men at once mesmerising and nerve racking and oh god she'd missed this!

"You're not qualified to comment," the elderly woman, Sylvia, cut in with a sharp look of distaste plastered across her features, and Rose's eyes narrowed at the woman before she remembered she was playing innocent and oblivious and smoothed her expression out once more.

"If I hadn't stopped it, it would have exploded and taken half the street with it. People would have died." the Doctor said, his voice dropping an octave in unconscious warning not to push him, but Lazarus either didn't notice or didn't consider the threat worth reacting to.

"Then I thank you, Doctor, but that is a simple engineering issue. What happened inside the capsule was exactly what I intended to happen. No more, no less. Simply look at me, I am living proof of my success."

"You've no way of knowing that," the woman with the Doctor suddenly announced, finally breaking her silence, "Not until you've run proper tests!"

"I am all the proof you should need," Lazarus smirked, opening his arms wide for a moment as though to offer himself for display, and the Doctor's companion raised a disbelieving eyebrow.

Rose cut in then, though, her voice coaxing with an edge of concern, and drawing the Professor back from his bragging a little, "I'm sure Professor Lazarus and the labs will will make sure everything is fine and certified before it's offered commercially, yes professor?" she added, seeking the man's confirmation, while updating the Time Lord on the scientist's plans, but it was Sylvia who answered, once again rudely interrupting Lazarus with a superior scoff.

"Of course it will be!"

"Commercially? You can't do that, it'll cause chaos!" the brunette burst out, startled at the revelation. Clearly a fairly new companion then, Rose mused to herself, before shoving the thought aside. Business first.

"A naive view. This won't cause chaos, but simply change. A chance for humanity to evolve, to improve..."

"Evolve or die?" Rose asked, head tipping curiously, and Lazarus turned a lascivious smile on her once more.

"Exactly..."

"This isn't about improving, this is about you and your customers living a little longer," the Doctor growled, his voice dark with anger and Rose had to force back a smile. Rude and not ginger.

It didn't really matter that he was right, or that every fibre of Rose longed to respond in a similar vein, she repeated something her mother had told her as a child, in her head like a mantra, to stop herself recoiling from Lazarus instinctively.

 _"You catch more flies with honey than with vinegar."_

If she wanted more information, and she did, then playing nice was easier than the alternatives.

"Not a little longer, a lot longer," Lazarus corrected almost gently.

"Indefinitely?" the Doctor asked, eyes narrowing, and Rose knew that look. The wisps of the storm approaching, but Lazarus was blind to the oncoming danger. Sylvia Thaw wasn't though, and interrupted the back and forth with a sharp cough.

"Richard, we have some things to discuss... upstairs," she all but ordered, and turned to walk away, clearly expecting him to follow her without question.

"Have a pleasant evening, Doctor Smith, Miss Jones, in a few years you will look back and laugh at just how wrong you were," Lazarus said, a tone of smugness that set the Jones' girl's back to tensing.

It was when he turned back to her though, that Rose saw the Doctor tense.

"Miss Lupin, I hope we can continue our discussion uninterrupted a little later," he offered, and she let a flicker of surprise followed by a shy smile float over her features before nodding.

"Of course, Professor..."

He pressed a lingering kiss to her cheek and Rose froze to stop herself recoiling, letting him think her pause was surprise as he turned and followed after the Sylvia woman. She glanced at the Doctor and his eyes were dark, almost black and she swallowed hard.

"Miss Lupin-"

"Doctor-"

They both spoke at once, and then paused, Rose's eyes dropping from his first, and he ran a hand through his hair again, sighing in frustration.

"He's way out of his depth, isn't he?" the girl beside the Doctor asked, breaking the tension and Rose glanced up from the floor just in time to see the Doctor nod.

"He's got no idea of the damage he could have done..."

"What do we do now?" Martha asked softly, lowering her voice as she remembered that the blonde was still standing beside them, but the wolfish grin that suddenly overtook the woman's face surprised her.

"First we find one of their labs, and then use the creepy as hell DNA sample he just left all over me to find out exactly what's going on," Rose drawled calmly, and the Doctor's slumped shoulders straightened with a grin, his frame almost vibrating with suppressed excitement.

"Weren't you just fawning all over him?" Martha asked the blonde, and blinked at the shudder her question drew.

"Don't remind me, the things I do for information..." Rose muttered, but anything else that she might have revealed was interrupted by the Doctor.

"Come on then, Allons-y!"

The Doctor led the way, waiting until the sonic had got them out of the main event before speaking again.

"Martha Jones, meet Rose Tyler," he announced brightly, barely looking over his shoulder as they moved through the corridors in search of a lab, and not seeing Martha almost trip over her own feet at the name.

"I thought you said your name was Mal Lupin?" she asked almost accusingly and Rose shrugged.

"Rose Tyler's a... difficult name to brandish about, so I use an alias, Mal Lupin... It's nice to meet you Martha Jones," she added a moment later, eyes glittering.

"But how did you get here?" the Doctor asked over his shoulder and Roses grin vanished.

"With a lot of difficulty, but now is not the time, Doctor, let's find out what's going on here first, yeah?"

Both women could see his reluctance to drop the matter, but their arrival at a lab meant he had no excuses and he went about swabbing the saliva from Rose's cheek while Martha setup the equipment they'd need. Rose waited until they had a confirmed sample before she cleaned what was left from her skin with a damp tissue.

It was only then, with Martha working the machines, that the Doctor suddenly pounced as though his self control had finally snapped, and swept her up into a hug that she returned instinctively.

His face buried itself in her hair, and her arms curled around his slim waist. They pulled each other closer and while her ribs creaked in protest at the firm hold the Doctor had on her, she let her own hands fist into the back of his suit jacket and released a softly groaned "I missed you!" that had him laughing against her neck. She could feel his wide grin and then the Time Lord picked her up and spun in a full circle before dropping her back on her feet.

"Of course you did, I'm fantastic, brilliant-"

"Egotistical," Rose dead-panned, grinning as she pulled back in time to see him pout, but it turned into a smile at the amusement sparkling in her eyes.

"Hello." he said softly, and she grinned up at him, suddenly elated and fighting back tears of intense happiness.

"Hello." she answered, her memories of how many times this scene had occurred between them swimming in her mind, and she could almost see those thoughts reflected back at her in his warm brown eyes, but the beeping of the test results drew them apart.

"S'ready, Doctor," Martha said, her voice carefully blank, and Rose studied her features for a long moment, but couldn't figure out what might be wrong while the Doctor bounced over to stare at the results on the screen.

"Amazing..." The Doctor whispered, slipping on his glasses and Rose pushed her rising worries about his new companion aside for later as she attempted to ignore the mentally dubbed sexy-specs. The Doctor might not even want her to travel with him again, Rose told herself firmly, but the strength behind that hug had raised her hopes and smothered a lot of her fears.

"What is?" she asked, approaching the screen on Martha's other side, her hand resting on the back of the girls chair, and she fought not to react when the Doctor's hand landed on top of her own, his thumb stroking across the back of her hand gently even as he answered her.

"Lazarus' DNA."

"I don't see anything different..." Martha told him, caution in her tone, and Rose frowned at the images on the screen, staring at them intently.

"Look at it..." the Doctor instructed his companion, and Martha turned back to the screen just in time to spot what made Rose gasp.

"Oh my god, did that just change?" Martha asked as Rose leant away from the screen, her eyes wide with concern. She'd been bending forward to study the strands of DNA intently, but the sudden jump or shift or whatever that was had surprised her.

"But it can't have changed, can it?" Martha asked softly, and Rose shook her head.

"It just did..." she answered softly, eyes still watching the twirling strands as her mind ran ahead.

"That's three impossible things we've seen so far tonight, and don't you just love it when that happens?" the Doctor asked, voice full of glee, but peering over the top of those glasses his eyes were fixed on his favourite impossible thing and the blonde glanced at him in surprise before ducking her head to hide a blush that made his grin widen.

"That means Lazarus has changed his own molecular patterns..." Martha interrupted his train of thought and he turned serious in a moment.

"Hypersonic sound waves to destabilise the cell structure, and then a metagenic program to manipulate the coding in the protein strands-" the Doctor began, pausing when he saw Rose grinning from the corner of his eye.

"So basically he hacked his own body and told it to regenerate?" she asked, tilting her head slightly as she simplified his science babble.

"Eeeeh, well, rejuvenate, but close enough" he corrected, eyes gleaming back at her, and she couldn't stop herself shooting the tongue touched grin that he somehow always managed to draw from her.

"But they're still mutating now..." Martha said, pointing at the screen as the DNA jumped and twisted again.

"That's because he missed something, you really can't account for all the variables in a process like this," the Doctor sighed, turning his attention reluctantly back to the DNA.

"Could end up with two heads, or no head at all?" Rose asked and the Doctor nodded.

"Something in his DNA has been activated and it won't let him stabilise... whatever that something is it's still trying to change him," The Doctor continued, and Martha shook her head, seeming to be all but mesmerised by the constantly shifting DNA strands still on screen.

"Change him into what?"

"No idea," the Doctor sighed, and Rose frowned.

"I think we need to find out... That woman, Sylvia, she wanted to talk to him upstairs-"

"Let's go, then!" the Doctor said, and Rose nodded but when she didn't move to follow him, the Doctor paused and she offered him a smile.

"I'll head back to the main room in case he's down there already. He wanted to talk to me, I can get him away from the other guests if necessary..." she explained, spotting the Doctor about to protest.

"Alright, but be careful!" he told her reluctantly and she grinned.

"See yah on the other side... and no disappearing without me! I haven't even said hello to the Tardis yet."

Rose turned and left the lab without waiting for an answer or looking back. She didn't know if she could watch him take hold of Martha's hand and run, and she didn't know if she could stop her glee from showing if he didn't.

"So... that's Rose?" Martha asked, her voice quiet, almost timid, but the Doctor didn't notice, just beaming at the blonde's back as she made her way down the corridor and out of sight, heading back towards the main event at the front of the building.

"Yup," he answered brightly, popping the 'p' and spinning on Martha, "Well come on then, let's go find out what's happening to the Professor."

He ran, and she followed, thoughts of the short blonde spinning through Martha's head.


	14. Later, Alligator

Rose made a circle of the main demonstration room, another untouched glass of champagne in her hand, as her eyes scanned the crowds for Richard Lazarus.

She desperately wanted to follow the Doctor, stick to his side and not let him out of her sight, but her years at Torchwood helped her analyse and focus on the current potential disaster. The more ground they could cover the better, and sticking together in a group wouldn't help them do that.

"Tish, have you seen Martha and that Doctor anywhere?"

The two names drew her attention, and she came to a slow stop, raising the glass to her lips she made a show of taking a sip, while keeping the strangers to her back, waiting to hear what they had to say.

"Not since the demonstration," a younger sounding woman answered.

"Do you know anything about him? Has she ever mentioned him before?"

"Not to me, that blonde woman who was speaking to the Professor seemed to know him though..." the second voice said, and the hair on Roses neck stood on end as she felt several pairs of eyes settle on her. She faked another sip of her drink, scanned the room for Lazarus again.

"The way she followed him..." Ah, Martha's mother then. Rose could almost hear her own mother in the tone, but this parent sounded almost vicious in her concern, whereas Jackie had trusted Rose's judgement no matter how much she didn't like it.

"She's a doctor, she's just doing her job!"

"She's not a doctor yet, never will be if she doesn't stay focussed-"

"So she's found a bloke, what's the problem- mum!" the male voice was familiar to Rose but she didn't have time to wonder where she recognised it from.

A moment later a hand on her shoulder surprised Rose, and when the grip turned her to face the woman who had been speaking, the glass of champagne slipped from her fingers, spilling alcohol down the edge of her dress before the delicate crystal shattered loudly against the floor, drawing several pairs of eyes and a waiter with cleaning supplies.

"Can I help you?" Rose asked, eyebrows lowering as she frowned at the woman, her gaze flicking from the shattered crystal back to her face. Behind her Rose could see a young woman and a man she recognised from the parallel world as Leo Jones, almost simultaneously roll their eyes and cover their faces in embarrassment.

Rose blinked at the man who had been her Research and Medical officer, realising now why she'd recognised his voice, before forcing herself to focus on the older woman standing before her. The same woman who didn't seem to realise that her actions might be considered rude, as instead of apologising she just tugged Rose away from the shattered crystal while introducing herself and started, what sounded like, the beginnings of an interrogation.

"My name's Francine Jones, that Doctor-Whoever person he's wandered off with my daughter, and there's just something off about him... something's going on. I can feel it, and I don't trust him; what do you know about him?" the woman all but demanded and Rose raised her eyebrows in genuine disbelief at the brazenness of the woman.

"I know that if he'd knocked my drink out of my hands he'd have apologised," she couldn't help but snap, and the woman flushed.

"I'm... I'm sorry, I'm just worried about my daughter, Martha..."

"Look, Mrs Jones," Rose cut her off, eyes sharp and just a little angry "I don't know what you're implying, but Doctor Smith is a very old friend of mine, a very good friend of mine, and an all round generally good person, so while I appreciate that you are, for whatever reason, concerned about your daughter, I would thank you to not cast vague aspersions on the character of one of the greatest people I have ever met," she said, the words poured from her lips almost without thought.

"But what do you know about him?" Francine demanded, and Rose frowned again.

"What do you mean?"

"What's his name? His job? Where does he live? Martha's never mentioned him before and she's suddenly bringing him to an event like this..."

Rose sighed, and shook her head as she considered how to answer without directly lying to the woman.

"Doctor Smith is a genius. Last I heard he was based up in Cardiff, but maybe you should ask your daughter how they met, although considering the third degree I'm receiving, I can understand why she might not have told you," Rose suggested with a single raised eyebrow, and she could see Leo, and who she assumed was his sister, hide smiles behind their hands.

"How dare you-" the woman started, and Rose lost her patience.

"No, Mrs Jones, how dare you. You accost me in the middle of a scientific demonstration of world changing significance, you demand information on a man I admire and respect, after making veiled remarks about the quality of his character all because, as far as I can tell, your daughter seems to realise that she has a right to her own privacy," Rose snapped, struggling to keep her voice soft, "Frankly I think I've told you more about him that you deserve to know considering your unusual level of hostility towards a man that you have, yourself, admitted to not knowing much about."

Francine's jaw had fallen open in shock, but Rose had made a concerted effort to remain polite and Leo stepped forward then, grasping his mother's arm gently and tugging her away, telling her to leave it while shooting an apologetic smile at Rose that she found she couldn't stop herself returning, a nod of forgiveness escaping her before she took a deep breath, and glanced around the room again.

While she'd been verbally sparring with Martha's mother, the Professor had re-entered the room and was now moving around the edges, almost circling, his movements reminding her of a predator on the hunt and the disturbing thought forced Rose to suppress a shiver. Another quick scan of the room, and she was moving towards a table laden with glasses of champagne, purposefully crossing Lazarus' sight-line, and just as her fingers wrapped around the stem of a new glass, she heard his voice behind her.

"Ah, Mal Lupin, I'd recognise that golden hair anywhere," he all but purred, his hand resting lightly against her bare shoulder and Rose forced out a laugh. He was far too close for comfort, but she let a smile settle onto her features and turned to face him.

"There's more than one blonde in the room, Professor," she teased, blinking when he took hold of her free hand and linked it around his arm before beginning to slowly guide her through the crowds towards the lifts that lead to the upper floors.

"But none quite so fascinating as yourself, I'm sure."

"Flatterer," she murmured, faking a sip of her drink and steadying her nerves.

The doors of the lift closed behind them and the professor released her arm, pressing his hand lightly to the small of her back, and Rose turned towards him a little in response.

"So what brought our invitation to your door, Miss Lupin?" he asked and she tipped her head, heart pounding with adrenaline and she was suddenly quite jealous of the Doctor's control over his own physiology.

"How do you mean?"

"Well everyone who was invited here this evening are either reporters or scientists, you strike me as neither," the man explained and Rose nodded.

"I'm not a scientist, per se, but I'm an academic of sorts. As you heard earlier, I met Doctor Smith at a discussion in Norway on the theory of inter-dimensional travel. I sometimes get asked to liaise with various government departments on their projects, and sometimes I get invitations to demonstrations such as this via those same channels," she elaborated on her fabricated history with ease, grinning up at the scientist as he smirked back at her.

"Seems I have very particular set of skills," she added, and the man laughed.

"Oh I'm sure."

The lift doors opened, and the hand at the small of her back guided her out gently.

"Where _are_ you taking me, Professor?" she asked, disguising the need to know behind a teasing smile and flirtatious voice, as her eyes skimmed the room for any potential escape routes. There were none. The stairs and the lifts were her only options and she thanked her lucky stars she'd worn boots she could run in instead of the strappy things Jack had originally suggested.

"Up to the roof; I thought you'd like to see the view," Lazarus explained, "The rooftops of London, so to speak."

"Sounds extraordinary," Rose muttered, continuing to let herself be guided through the building. She knew the Doctor was looking for Lazarus, and she had her gun attached to her thigh should the need arise, although that would always be her last resort. All she needed to do was buy the Doctor a little time, so as they stepped out onto the roof she let herself gasp at the truly spectacular view stretched out before her.

"Oh wow..." she breathed, and forced herself not to tense as the professor's arm slid from the small of her back to curl around her waist as he pulled her into his side. He said nothing, neither did she, and Rose let the moment stay silent and uninterrupted. She could talk to him, distract him and buy some time, but if he was willing to simply stand in silence for a while as they gazed out at the city skyline, then she wasn't going to waste her limited conversation material until she had to.

* * *

After finding the desiccated body of Sylvia Shaw the Doctor had been searching for Ro-Lazarus, with a single minded determination that almost scared Martha.

"I don't see him, either of them..." Martha said slowly.

"She can't have gone far, won't have, keep looking..." the Doctor ordered, not noticing his own slip, that the professor wasn't the silhouette his eyes were primarily searching for and Martha felt a little sick.

"Sorry Martha, mum wants a word with you," she heard her brother's voice and sighed, turning to him with a hard smile. Now really wasn't the best time.

"Have you seen Professor Lazarus?" she asked Leo, slapping the Doctor on his arm with the back of her hand when Leo nodded.

"Yeah, mum was grilling that blonde friend of Doctor Smith's, and when she made her escape Lazarus pounced" he joked grinning, "She got a thing for geniuses or something?" he asked, faltering under the combined glares of both his sister and her friend.

"Ah, Doctor-" Martha cringed at the sound of her mother's voice behind them. They didn't have time for her mother to interrogate the Doctor, but she needn't have worried as the man was entirely focussed on the potentially crucial information her brother might not realise he had.

"Where did they go? Where did he take her?" the Doctor asked, almost demanded of Leo and her brother blinked for a moment, surprised at the vehement urgency in the Doctor's voice..

"Uh... into the lifts, the ones that head upstairs," he offered, tone softening when he saw a flash of distress in the Doctor's eyes.

"Doctor-" their mother tried again, and Martha growled in frustration.

"Not now, mum!"

The Doctor dashed past, almost knocking the drink from Francine's hand, pausing just long enough to catch it and make sure the woman had a proper grip again.

"I'm talking to you!" Francine Jones yelled at him and the Doctor froze just long enough to meet her eyes and shake his head.

"Sorry," he muttered, before turning his back and running for the lifts, Martha on his heels.

The Doctor waited just long enough for the doors to slide closed before pulling out the sonic and speeding the lift up, sending it rising to the top floor as fast as he dared.

Rose had somehow, miraculously, amazingly come back across the void without shattering the dimension walls. He didn't know how, and part of him didn't particularly care, but there was no way he was going to lose her again now, not to some mad scientist less than an hour after he'd been able to pull her into a hug once more.

When the lift came to a halt on the top floor, the Doctor squeezed his way through the doors before they'd finished sliding open, running to the centre of the room and spinning in circles, his head whipping round while his eyes sought out her still familiar shape.

"Where are they?" Martha asked, but the Doctor was already flipping through settings on the sonic in an attempt to track Lazarus, and wondering why he'd not thought of it before.

"Fluctuating DNA will give of a signature that I might be able to pick up, if I'm lucky... if I'm very very lucky..." the sonic beeped in his hands and he felt a flash of relief that he had some way of finding them.

"Got him!"

"Where?" Martha asked, but the Doctor just frowned at the he raised the sonic screwdriver, tracking the faint signal to somewhere above his head.

"What?" he muttered confused, "This is the top floor... where-?"

"The roof!" Martha shouted at him, slapping his arm with the back of her hand and then they were running for the nearest staircase that went up.

As they approached the Doctor could hear Lazarus and Rose talking, and he and Martha slowed, pushing open the door to the roof quietly.

"...I've been working towards this for so many years, it's difficult to believe the moment's finally arrived," Lazarus was saying, leaning towards Rose slightly and she grinned at him before stepping away and leaning against the stone wall around the edge of roof, her shoulder's relaxing slightly when she spotted the Doctor and Martha behind Lazarus.

"Is it how you imagined?" she asked the professor and the Doctor heard the man laugh softly.

"I find that nothing's ever exactly what you expect it to be... there's always something to surprise you. Between the idea and the reality, between the motion and the act-"

"Falls the shadow," the Doctor completed, and Lazarus turned to face the Time Lord, surprise and a flash of annoyance flickering over his features.

"So the mysterious Doctor knows his Elliot," Lazarus said with a forced smile, "I'm impressed."

"You know, you have the worst possible timing of anyone I've ever met," Rose said, and the Doctor shot her a brief tense smile, but he didn't turn his attention away from the Professor.

It was Lazarus who responded to her words, turning his creepy smile on Rose as he glanced over his shoulder in an attempt to reassure her.

"Not to worry, my dear, we'll be alone again shortly," he told her and Rose's eyes widened.

"That's what I'm worried about," she muttered, but Lazarus' attention had already returned to the Doctor, and Rose used his distraction to edge away from him, circling the edge of the roof to reach the Doctor and Martha.

"I wouldn't think you had time for poetry, Lazarus, what with being so busy inventing ways to defy the laws of nature and all," the Doctor shot back at the professor, his eyes dark.

"You're right, Doctor... One lifetime will never be long enough to do everything I've dreamed of. Just think of how much more I'll accomplish in two or three or four." Lazarus purred, his smile turning cold and his eyes narrowing when he saw that Rose had moved to stand with the two interlopers.

"It doesn't work like that," the Doctor said, and Lazarus moved his eyes from Rose to glare at the man, "Some people live more in twenty years than others do in eighty. It's not the time that matters, it's the person," the Doctor said softly, struggling not to turn his eyes on Rose. The last thing he wanted was for Lazarus to be even more interested in her than he already seemed to be.

"If it's the right person, oh what a gift it could be!" Lazarus urged, but the Doctor had lived long enough to know better.

"Or what a curse... just look what you've done to yourself,"

"Who are you to judge me?" Lazarus demanded, his spine tensing in anger but then his face contorted in pain, and his back arched dangerously.

Growls of pain began escaping the professor, and Rose's eyes went wide as he dropped to the floor of the roof, his body contorting and the sound of bones snapping made her stomach twist.

He morphed into something out of the deepest recesses of hell. Six limbs, a tail, long neck with Lazarus' face staring back at them. Part man, part scorpion, part mutation and part something new, or very old, without a name.

"What the hell's happening to him?" Rose demanded, but the Doctor just grabbed her hand, their fingers slotting into place as though it hadn't been years since she'd last felt his palm against hers.

"Run!" he yelled, and that's exactly what Rose did, her eyes burning suddenly with tears that were held back by sheer strength of will.

Despite the hug, despite the aliens and the danger, the one thing that made her feel at home, and safe, and back where she belonged, was his hand in hers and their feet running.

* * *

Slamming the door to the roof closed behind them, the Doctor paused just long enough to lock it with the sonic before he was running down the stairs behind Martha and Rose.

The three of them skid to a halt outside the lifts, Martha pressing the button frantically as the Doctor too hold of Rose's arm, eyes scanning over her quickly, "Are you ok?"

"Looked like you were about to snog him," Martha said breathlessly, her voice cold, and Rose let out a humourless laugh.

"How else was I supposed to distract him?" she asked, "but yeah, I'm fine, what took you so long?" she asked, turning back to the Doctor but not waiting for a response before she continued, "I haven't seen that Shaw woman he was with-" she paused at the expression that flashed over the Doctor's face while Martha frantically mashed the button for the lift, and Rose grimaced.

"I take it you found her," she finished, but the lights suddenly began flickering. The sound of Lazarus throwing himself against the roof door echoed around them loudly, and then the flickering lights failed and an alarm began ringing out around the building.

"What's happening?" Martha muttered, and Rose cursed softly.

"An intrusion triggers a security lock down, we're not going to be able to use the lifts, and the exit's will be sealed," she said quickly, running over the building plans she'd studied that morning in her head, "Everyone downstairs is trapped inside the building."

"He must be breaking through that door," the Doctor growled, eyes flashing, "The stairs, now! come on!" he shouted suddenly, the urgency in his voice pushing the two women forward almost as much as the loud bangs they could still hear coming from the roof.

A resounding crash ricocheted through the stairwell followed by several nightmarish growls and Martha paused staring up in horror.

"He's inside!" she cried, eyes wide with fear and Rose grabbed her elbow, keeping her moving as they followed after the Doctor.

"Keep going, we haven't got much time!" the alien shouted up at them both from half a flight of stairs ahead of them, but neither woman wasted the breath needed to respond.

The Doctor didn't wait for them at the bottom either, and he was already staring around at the guests trapped inside the reception by the time Martha and Rose slid to a stop beside him.

"You've seen the building plans?" the Doctor asked Rose, assuming that's where she'd got her knowledge of the security protocols, and the blonde nodded, her ringlets bouncing around her face as she brushed them back in agitation, "is there another way out?"

"There's a fire escape in the back corner but I'll need the sonic, everything'll be locked down now," Rose answered quickly, and he tossed it to her without question.

"Setting fifty-four," he shouted and she spared a brief grin.

"I remember."

"Hurry!" he yelled, ignoring the warmth that flooded his chest at her words, focussed now on the danger to the hundreds of people crammed into the demonstration room Lazarus Labs had set up.

Rose and Martha were running for the secondary exit, weaving their way between small groups of people, and the Doctor bounced up onto the professor's invention, using it as a podium to address the room.

"Listen to me! You people are in serious danger! You need to evacuate out the side fire exit right now!" the Doctor yelled, his voice drawing the eyes of the room, and Rose shook her head even as she and Martha skid to a halt and she began aiming the sonic over the lock. When would that alien ever learn to just pull the damn fire alarm?

She could hear someone arguing with the Doctor over the buzzing of the sonic in her hand as she ran it over the door frame, but their words were interrupted by the crashing sound of shattering glass and Rose saw Martha look back at the main reception, jaw dropping and eyes wide.

Screams erupted from the hall and suddenly there were people pushing against them, slamming their hands against the reinforced glass in a desperate attempt to escape the monster that had come careening through the room and Rose silently begged the sonic to work faster.

As though hearing her the doors suddenly slid open, and the guest's began fleeing through the hallways, still screaming and still crying.

"Martha, go get your family!" Rose shouted at the brunette, while she let her hands cling to the edge of the door, bracing herself against the flow of people rushing past her.

Martha didn't need telling twice and with a quick nod the brunette was running back into the main room just in time to see Lazarus attack and drain a young woman, her dusty corpse dropping to the floor with a loud thud.

The Doctor looked horrified as Lazarus' most recent victim collapsed to the ground, but the monster Lazarus had become was now turning on Martha's mum and brother. He glanced across at the medical student and met her eyes briefly before reacting. Shouting at the Professor, drawing his attention the Doctor gave Martha the opportunity she needed to pull her family out.

"Lazarus! Leave them alone!" the Doctor called, feeling a mixture of relief and regret when the scientist focussed on him.

"What's the point? You can't control it! The mutation's too strong!" the Doctor taunted, eyes flicking around the room for some kind of plan, and forcing himself to stand his ground as the monstrosity approached one ground shaking step at a time.

"Killing those people won't help you... You're a fool... A vain old man who though he could deny nature," the Doctor sneered, hearts pounding as he purposefully infuriated the creature. He had to get him away from these people. Away from Martha and her family. Away from Rose.

"Only, nature got her own back, didn't she?" he continued, lacing his voice with disdain, "You're a joke, Lazarus! A footnote in the history of failure!"

The creature reared back, furious, it's tail rearing up high, ready to strike and the Doctor did what he did best; turned and ran.

He skidded round a corner into corridors filled with labs, and heard Lazarus following him. A quick glance over his shoulder showed that instead of crashing into the wall as he came around the corner, the scientist just skittered up the wall and began running across the ceiling.

The Doctor knew he had to get ahead of Lazarus so pushed on faster, a burst of speed and two of three sharp corners he found a door leading to what looked like the backbone of the building. Electrical conduits, water pipes, gas tanks and various other pipes and panels for building structural integrity and utilities.

As he'd been careening down corridors, the Doctor had briefly wished that he'd spared a minute or two to look at the building layout as Rose clearly had, but brushed the thought aside, deciding that life wouldn't be nearly as interesting if he planned ahead.

As he climbed up maintenance ladders, and crept in between huge pipes, keeping his steps cautiously light and silent, he heard the door he'd come through creak open. As the ominous skittering of Professor Lazarus reached his ears, the Doctor admitted to himself that while planning ahead may not be for him, he was relieved that Rose had been careful enough to do so.

"It's no good, Doctor... You can't stop me..." Lazarus growled, his voice deep as it echoed around the room, it's direction hidden by the hissing of the pipes and the crackling of light bulbs.

"Is that the same arrogance you had when you swore nothing had gone wrong with your device?" the Doctor called, pausing his movements as he strained his hearing, trying to figure out where Lazarus was. The last thing he wanted to do was run head first into him.

"The arrogance is yours," Lazarus replied, and the Doctor kept moving quietly, making sure that even as he tracked the scientist via his voice, the same couldn't be done in reverse. "You can't stand in the way of progress!" Lazarus called out.

"You call feeding on innocent people progress? You're delusional!" the Doctor snarled, but Lazarus just laughed.

"It is a necessary sacrifice." the monster declared, and the Doctor felt his resolve harden, even as he spotted the giant scorpion, and ducked down to avoid being seen.

"That's not your decision to make."

He crept away from Lazarus' current location, but it seemed their conversation was officially over as the scientist didn't deign to argue his viewpoint further.

Suddenly main power was restored and the Doctor glanced up at the now bright lights automatically, before freezing in horror as, hanging above him like some kind of malevolent spider, was Lazarus.

"Peek-a-boo!" the man sung, and the Doctor swallowed hard.

"Oh," he muttered, eyes wide as Lazarus hissed, his tail flicking, "Hello..."

Lazarus' chin split in half, opening his mouth into a gaping maw full of teeth and the Doctor launched away, springing into a run straight for an exit he'd seen on the far side of the room. Caution no longer a priority he clambered around pipes and railings as he frantically moved out of Lazarus' reach, pushing into the maintenance corridor past the door, and bouncing off walls as he fled once more into the main laboratory, eyes seeking some way to stop the mutation still chasing after him.

* * *

"You're a joke, Lazarus! A footnote in the history of failure!" Rose heard the Doctor shouting, taunting the creature and her skin crawled with fear. She still stood in the doorway that she'd opened, and as stragglers laid eyes on her she beckoned them forward, ushering them down the stairs to the fire exit.

If that brave stupid alien got himself killed, she swore to herself, she'd slap him into his next regeneration herself.

From the sounds coming up the stairs, the terrified people below were still trapped, and Rose was about to head down the stairs herself to try and figure out what was going on when Martha appeared from the main room, her sister at her side, and her mum holding a napkin to Leo's head.

"You alright?" Rose called, and Martha nodded.

"Leo's got a concussion, but he'll be okay, the Doctor-"

"He's being bait if I know him," Rose growled, ushering the family of four through the doors and following them down the stairs to find the guests pressed to another set of sealed doors.

"Damn it, these weren't in the plans," Rose hissed sharply and Martha began looking around the room, while her sister began to panic.

"Oh my god, we're trapped!"

"There must be an override switch; Trish, where's the security desk?" Martha demanded, taking hold of her sister's shoulders and shaking her gently she the woman couldn't seem to focus.

"Umm... over there..!" the girl cried, and Rose glanced over to where she was pointing, before pressing the sonic into Martha's hand.

"It's already on setting fifty-four, get everyone out of here," Rose told her quietly, and without waiting for a response she turned, grabbed her long skirt into her hands, and began running back up the stairs and into the lab.

Behind her she could hear Martha's mum demanding to know where she thought she was going and Rose hoped Martha would be all right alone.

Martha stared for a moment as Rose turned and ran back into the lab without hesitation, but her mum's voice pulled her out of her shock.

"Stupid woman, she'll just get herself killed!" Francine cried, and Martha glared at her.

"Maybe, but she's trying to help, and that's more than I can say for everyone else here!" she snapped at her mother, before tightening her grip on the sonic screwdriver and running for the security desk, pushing her anger at her mum to the back of her mind as she hopped over the counter and slid off the other side.

It took her precious moments to scan her eyes over the controls before moving back towards what looked like a main circuit board and hoping that the sonic would figure out the rest, she aimed the blue light at the electronics and pressed the button on the front, careful not to change the settings.

It buzzed in her hand, and it only took seconds for the emergency lighting to shut off as main power was restored and people began pouring out of the now unlocked door and onto the street as Martha let loose a shout of relief.

She moved back to the front of the security desk and hopped over it, slowly bracing herself for an argument when she saw her mum and siblings waiting just inside the door for her to leave with them.

"I've got to go back in. I've got to see if I can help them," she told her family gently, and her mum's jaw dropped as fear flooded her face.

"You can't! You saw what that thing did, it'll kill you!" the woman cried, and Martha pressed her lips together and shook her head.

"Maybe, but I have to try," she explained and then she saw the cold anger on her mum's face and swallowed hard.

"It's that Doctor, isn't it? That's what's happened to you, that's why you've changed." she said venomously, grabbing hold of Martha's hands and clinging tightly.

"I want to be a doctor so I can help people, if I run away right now, how is that helping anyone?" Martha asked her mum, and the woman's jaw clenched tight.

"He was buying us time, Martha, time for you to get out too, and there's people out here you can help" Tish tried to convince her, and Martha let her eyes rest on Leo, waiting for him to join in, but he surprised her when he just offered her a nod of support and she smiled sadly.

"There's no one out there I can help more than the ambulances already on their way...and I'm not leaving him, or R... Mal Lupin in there alone. I want to help them," she said firmly, pulling her hands away from her mum, and forcing herself to ignore the fearful tears she could hear in her mum's voice as the woman shouted after her.

It took a lot to walk away from her family but Martha knew there would be paramedics on scene soon, and probably police as the panic stricken guests called frantically for help. She was still a medical student, she knew there was nothing she could help with outside that wasn't already being seen to, but she could help the Doctor and Rose stop Lazarus.

Assuming, she thought to herself, that she could find either of them.

As she ran through corridors, eyes searching for the Time Lord or the blonde, an explosion shook the building, and she couldn't suppress a grin as she skid to a halt and changed directions, heading towards the sound and running, quite literally, into the Doctor.

He grabbed her arms and stared down at her in shock for a moment, breathing heavily.

"What are you doing here?" he asked, and she grinned and held out the sonic.

"Returning this, thought you might need it."

He took it and frowned, "Where's Rose? and how did you-"

"Heard the explosion, I guessed it was you," she answered quickly, ignoring his first question entirely.

"I blasted Lazarus-"

"Did you kill him?" she didn't really need an answer as his eyes slid to something behind her and he grabbed at her hand.

"More sort of annoyed him!" the Doctor groaned, before tugging her along as they both took off running again.

"How'd you get the sonic?" he asked as they ran, "Where's Rose?"

"She gave it to me when she came back inside!" Martha cried as she skidded round a corner, "I thought she'd have found you by now."

The Doctor growled at her explanation, his frustration obvious.

"How did I manage to forget just how jeopardy friendly she is?" he muttered, and Martha couldn't stop an amused grin creeping over her features, but it disappeared quickly when they heard Lazarus roar behind them.

They ran back into the main room, and the Doctor ground to a halt, eyes flying around the room as he searched for an idea, any idea, especially if it included a small blonde human, but he came up with nothing and ran his hands through his hair.

"What now? We've just gone round in a circle!" Martha cried, and he turned to face her as a fresh plan sprung into place.

"We can't lead him outside, come on, get in!" he insisted, flinging the door to Lazarus' device open and shoving Martha.

He heard the woman yelp in surprise, but followed her inside backwards, pulling the door closed firmly.

"Where the bloody hell have you been?" came a welcome voice from behind him and the Doctor tried turning, just managing to slide around after elbowing Rose in the side and standing on Martha's foot.

"Where have I been, what about you?!" he demanded, but the Doctor was grinning widely and Rose rolled her eyes.

"What are we doing in here? Are we hiding?" Martha whispered as they heard Lazarus crash into the room behind them, and he growled loudly just outside the capsule they were trapped in.

"No, he knows we're in here, but this is his masterpiece... I'm betting he won't destroy it, not even to get at us." the Doctor said quietly.

"But we're trapped," Martha said, her voice hardening and the Doctor cleared his throat.

"Weelll... yeah, that's a slight problem."

"You mean you don't have a plan?" Martha asked, eyes widening and Rose couldn't help a snort of amusement.

"He never has a plan," she teased and the Doctor shot her an offended glance before huffing softly.

"The plan was to get inside here," the Doctor explained, shooting the humans the 'you've-dribbled-on-your-shirt' look he'd perfected back in his second regeneration.

"Then what?" Rose asked innocently, raising an unimpressed eyebrow and he fought not to flush as he stuttered over a way to not prove her right.

"Then... Well, then I'd come up with another plan!" he exclaimed, eyes wide as Lazarus began circling the capsule, every step he took making the ground tremble and Martha swallowed hard.

"In your own time, then," Martha growled and the Doctor frowned at Rose suddenly.

"Hang on, what were you doing in here?" he asked and she sighed.

"Trying to figure out how this worked, seeing if I could reverse the process somehow, change him back, or-" she started to explain, but the Doctor had stopped listening after glancing at their feet and spotting a panel in the floor that Rose had removed, exposing a series of colourful wires and he beamed.

"Brilliant!"

He shifted for a moment before realising he couldn't reach the pocket that held his sonic screwdriver and the two women watched him shift uncomfortably for a moment before he groaned in frustration.

"Rose, could you just... the sonic, it's inside my jacket..." he waved a hand at his own chest, and the blonde rolled her eyes at him but dove her hand into the bigger on the inside pocket without wasting time, quickly finding the device and handing it to him.

"What are you gonna do with that?" Martha asked, and the Doctor grinned at her as Rose pressed herself as close to the wall of the capsule as possible, giving the Doctor as much room to work as she could in the confined space.

"I'm going to improvise," he told the brunette, trying to inject as much enthusiasm into his voice as possible, while Lazarus climbed all over his invention in an attempt to find a way in that wouldn't destroy his life's work.

Slowly, and trying not to jab an elbow or knee into Rose or Martha, the Doctor slid down the inside of the capsule and crouched over the wire's that Rose had already started working on. He spared a moment to cautiously evaluate the device before figuring out how it had been put together, and what his favourite pink and yellow human had changed.

She'd been on the right track, he decided, but Rose had been working with conventional tools and hadn't got very far into the needed adjustments, he realised, spotting the miniature set of tools on the floor between her booted feet, and grinned to himself as he spun the sonic between his fingers, and rapidly continued her work.

"I still don't understand where that thing came from, is it alien?" Martha asked from somewhere above him and the Doctor shook his head.

"No, for once it's strictly human in origin."

"Human? How is that human?" Rose demanded, and the Doctor let his mouth answer on autopilot as he focussed on rewiring the device they were standing in.

"Probably from dormant genes in Lazarus' DNA. The energy field in this thing must have reactivated them, and now it looks like they're becoming dominant."

"So it's a throw back." Martha simplified and he nodded.

"Some option that evolution rejected for you millions of years ago, but the potential is still there, locked away and forgotten about in your genetic makeup, until Lazarus unlocked it by mistake... Nice shoes, by the way."

"Thanks..." both women answered simultaneously, their eyes meeting a moment later before Rose tried to muffle a sudden burst of laughter. Watching the blonde giggle, Martha found she couldn't quite stop a grin of her own creeping out.

They both sobered quickly when the lights inside the capsule activated, and Rose swore softly, "Please tell me you sonicked the wrong wire?" she pleaded with the Time Lord, and he glanced up at them both, listening to the sounds the machine was making intently.

"Doctor, what's going on?" Martha asked, and Rose cursed softly, because if it had been the Doctor he'd have told them by now, and the sonic was still buzzing away.

"Sounds like he's turned the machine back on," the Doctor finally admitted, and Rose let her head fall backwards to thunk against the capsule wall."

"That's not good, is it?" Martha asked, clearly hoping for some kind of reassurance, but the Doctor couldn't give her any.

"Weelll... I was hoping it was going to take him a little bit longer to work that out..." the Time Lord admitted, returning his attention to the wires in his hands.

"I know he's not as smart as you Doctor, but he is a genius," Rose muttered, but the Doctor either didn't hear her over the growing noise of the machine, or didn't bother answering.

The rings of light were beginning to pulse over the capsule they stood in, and even as Martha and the Doctor's panic grew, everything in Rose calmed down, and she took a slow breath in, before releasing it in a sigh.

"I don't want to hurry you, but-"

"I know, I know!" the Doctor shouted at Martha, "Nearly done!"

She didn't want to die here, Rose thought, but if she had to die at least she'd found the Doctor again. She let her golden brown eyes settle on the top of his head and watched him work frantically to save them, answering Martha's demands so fast that Rose knew he was barely paying either of them a fraction of his attention.

"Well, what're you doing?!"

"I'm trying to set the capsule to reflect energy rather than receive it."

"Will that kill it?"

"Maybe," Rose answered Martha, her voice calm enough to draw the woman's eyes in surprise, "Simple math; transformed he's around three times the size he is as a human, so his cell density is weakened, like butter over too much bread... With a little bit of luck the energy blast from this thing will separate the cells, it should at least do him some damage,"

"If I can get it to work," the Doctor muttered.

"We're gonna end up like him!" Martha screamed, slamming her eyes shut as the spinning columns became a solid blur of motion outside the capsule, and the whirring hum of electronics filled the capsule, deafening them all.

"Just one more!" the Doctor shouted, doubting either of the women could hear him now, but Rose's hand resting lightly on his shoulder somehow managed to drain the tension from him and with a shrieking scream the machine shook, expelling it's bolt of energy out and away from the capsule, and the heard Lazarus crash against something as he was launched across the room into the sudden silence.

"Oh god, I think my ears are bleeding..." Rose moaned softly, shaking her head to clear the ringing in them as the Doctor slowly stood.

"Can you still hear?" he asked, and Rose nodded quickly, "You'll be fine for now then, I'll check you on the Tardis later," he offered before turning to cautiously open the capsule door, letting his eyes search for Lazarus as he stepped out into the room.

Martha followed him, but the casual way the Doctor had accepted Rose back into the Tardis, as though there was no other place he could contemplate her being, had made it suddenly difficult for the blonde to breath through the myriad of emotions fluttering through her chest.

A wave of relief made it impossible for her to move and for a long moment, Rose let herself soak in the realisation that she wasn't even going to have to ask him if she could come back aboard, wasn't going to have the conversation where he re-invited her; It seemed they both felt that the Tardis was where she belonged.

"I thought we were gonna go through the blender then," Rose heard Martha gasp as she stepped out, and the Doctor sniffed casually, as though he hadn't been shouting at them both minutes earlier.

"It really shouldn't take that long just to reverse the polarity; I must be a bit out of practice," the Doctor said casually, glancing over his shoulder as Rose finally stepped out, rolling her eyes.

"Oh shut up," she told him lightly, and he smiled before moving towards the still form of Lazarus. Lying face down on the cold ground, naked and once more in his de-aged but very human looking form.

"Oh, God... He seems so human again," Martha said as she moved to the Doctor's side, and Rose followed them quietly, "It's kind of pitiful."

"Elliot saw that too," the Doctor said softly, tuning his sad brown eyes on Martha, "This is the way the world ends. Not with a bang, but a whimper."

Rose had several quips in mind about the earth exploding making a bloody big bang, but she swallowed them back and simply picked up one of the white tablecloths that had been scattered around the room by Lazarus' tail and the fleeing guests.

As she shook it out and used it to cover the scientist's body, preserving some measure of modesty for the man, she could feel the Doctor's eyes on her and a moment later his hand slipped into hers and tugged her into his side.

"Come on then, we'd best get outside... don't want anyone asking too many questions, after all," the Time Lord said, urging both women towards the stairs and into the night air, hoping to disappear into the crowds before police or ambulance services started questioning how they'd managed to stop the monster that Lazarus' experiment had turned him into.

It didn't take long for the ambulance crews to locate Lazarus' body, and the Doctor watched them wheel him away in a body bag, eyes frowning at the senseless loss of life, and Rose squeezed his hand lightly, his lips quirking into a small smile as he glanced down at her.

Now that things were quiet, his mind was screaming at him to ask questions. Thousands of questions about how she was here. Why she was here. Was she staying, oh Rassilon he hoped she was staying. Always the coward though, he voiced none of those questions and simply led her and Martha in-between several small groups of crying humans.

As they walked, the Doctor let his free hand undo his bow-tie, and the top button of his shirt, and Rose sighed softly, "I'd have thought you'd know better than to wear that suit by now," she told him, "Every time you wear it something goes wrong."

Before the Doctor could reply Martha's family was descending on them, and her sister pulled her into a tight hug.

Rose's eyes were on Martha's mum though, the wide steps, the swing of her arms and the fire in her eyes. Rose knew that look. She'd seen that look directed at the Doctor before and she also knew that he was as oblivious to the danger now as he was then.

"Ah, Mrs Jones, we still haven't finished-"

Even as the Doctor tried to continued his earlier conversation with the woman, Rose stepped in front of him, her hands raising in an attempt to placate her, but it seemed the woman didn't actually care who received her ire, as long as someone did, and Rose's head whipped to the side at the blow that landed across her cheek.

It took a moment for the pain to flare and she drew a hissed breath between clenched teeth, the Doctor's long fingers wrapped around her upper arms as she swayed.

"You and that Doctor can stay the hell away from my daughter!" the woman was shouting at Rose, and she slowly lifted her head to level Martha's mum with a carefully neutral stare.

"Mum! What are you doing!?" Martha shouted, but Rose wasn't concentrating on the family drama, her attention was on the stinging across her face, and the cool hands on her arms.

"Rose?" she heard softly from behind her, his voice was carefully controlled fury and she let the Doctor turn her and check her cheek, his eyes darkening at whatever he saw and Rose imagined her cheek was probably already a bright red.

"How do you do it?" she asked, and her question purposefully distracting him from the rising anger.

"Do what?" he asked quietly, and Rose smiled, despite the ache it brought to her face.

"Manage to annoy every mother you meet," she explained, grinning, and he couldn't stop himself smiling in response.

"He is dangerous! I've been told things..." Martha's mother was growling, and Rose turned to face her again, a frown of her own creeping over her features.

"Told by who?" she asked, and Francine turned back to her.

"It doesn't matter who, just look around! Death and destruction!" the woman snapped, and Rose's eyes flashed.

"Actually, it does matter; I told you he's a genius, and this wouldn't be the first time his credibility has been attacked by a rival company," Rose invented on the spot, and Martha was getting angry too if the look in her dark eyes was anything to go by.

"Besides, the Doctor didn't cause this! It was Lazarus' experiment that did the damage! The Doctor saved us, all of us!" Martha defended the alien, and even Leo backed up their words, shooting his mother a look of strained patience.

"It was Tish who invited everyone to this thing in the first place, mum... If you need someone alive to blame I'd say technically it's her fault,"

Tish proceeded to elbow her brother, but Rose could see the doubt growing behind Francine Jones' eyes as her conviction wavered, but there was a sudden loud crash and everyone's heads whipped towards the sound.

The Doctor took two steps forward, before glancing back at Rose and Martha.

"Well go on, then," Rose prompted, "I'll catch up," and with that he took off at a run and Martha moved to follow.

"Leave him," Francine pleaded, grabbing Martha's arm and pulling her back, but the brunette shook her head, her eyes sad and full of disappointment with her mother, before she pulled free and chased after the Doctor.

"Martha?" Tish called, but her sister didn't wait, and Francine shook her head, tears welling up in her eyes.

"Not you too," she begged, and Tish glanced between her brother and mum before wincing.

"Sorry," the girl offered before chasing after her sister, and Francine rounded on Rose.

"Stop, right now. Whatever you were about to say, save it," Rose said, her voice harsh now that Martha wasn't there.

"I don't know who you've been talking to, and right now I don't care," Rose told Francine, but her eyes flicked to Leo as well, including him in her words, "You only need to know two things about the Doctor. The first thing is that there is no one on the entire planet who Martha is safer with. I can promise you that he would die for her. For Tish. For me. For you, or your son. He hates wasted life, grieves over every death he witnesses, so no matter what Martha faces running after him, if he can he will protect her," Rose said firmly, her tone brooking no argument from the woman before her.

"And the second thing?" Francine asked, voice cold but no longer full of open hostility.

"The second thing is that he never makes anyone come with him. In fact, he's been known to send people away if the situation becomes too dangerous. He stopped doing that with me when I kept getting into more trouble trying to get back to him that I would have been in by staying with him," Rose offered the woman a sad smile, "If Martha's running after him, it's because she wants to, and not because he talked her into it, or convinced her, or made her."

"And is that supposed to make me feel better?" the woman snarled, and Rose shook her head, still smiling.

"No. It's supposed to make you realise that no matter what you believe about how dangerous the Doctor's life is... It's your daughter's decision to follow him or not, and if she chooses to follow, he will protect her with everything he has... and that, in turn, should make you realise, that whatever you have been told was said with malicious intent... Excuse me." she finished, moving away from Martha's mother in the direction that the crash had come from.

Her eyes were scanning the streets looking for the Doctor or the two Jones sisters, and only finding a crashed ambulance with two dessicated corpses inside. With a soft curse she realised that, somehow, Lazarus wasn't as dead as they'd thought, and she began to wonder just how regenerative his procedure had made him, before chastising her own wayward thoughts.

There was no time for speculation if the professor was once again on the rampage, and with no sign of the Doctor or Martha, Rose pulled out her phone and called Jack.

"Rosie-"

"Fluctuating DNA, can Tosh track it somehow via satellite?" Rose asked, cutting Jack off, and she waited impatiently while he relayed the request.

"She's doing it now, what's going on?" Jack growled down the phone a moment later, "This was supposed to be simple recon, Rose."

"Yeah, well, jeopardy friendly, that's me," she offered with a soft laugh, and Jack went silent on the end of the phone.

"He's there, isn't he? That's the laugh you have for him," Jack whispered, and Rose swallowed.

"Yeah... Listen, Jack... I'll get him to come to Cardiff-"

"No, Rose," It was the Captain's turn to cut her off now, and she waited for an explanation, "He left me behind on Satellite Five. We don't know why, but if you tell him I'm here he'll only avoid Cardiff like it's crawling with Daleks," Jack grumbled and Rose frowned, but she couldn't honestly say the Captain was wrong.

"Just... just give me a heads up next time he's heading this way to refuel, all right?" Jack asked, voice shaking slightly and Rose frowned.

"Of course I will," she promised, "I'll even sneak a look at the date and time coordinates for you," she promised, and Jack laughed softly but Rose could hear Tosh shouting in the background.

"There's a source of fluctuating DNA coming from Southwark Cathedral," Jack relayed and Rose spun around, eyes seeking out the ancient structure.

"Brilliant, thanks Jack... and thank Tosh for me too,"

"Be safe, Rosie, I'll keep your room dust free for you," Jack promised and Rose smiled as she ran through the streets.

"Love you, Jack, speak soon," she promised, hanging up and slipping the phone into her small bag as she raced up the steps and slipped through the doors of the cathedral.

At the far end of the church, Rose could see Martha and Tish standing to one side of the main altar as the Doctor circled something on the other side of it. She assumed that something was Lazarus, and began to move down the aisle cautiously, keeping her steps light as she approached them, her eyes on the Doctor.

"...What about the other people who died?" she heard him ask, his voice was full of anger, more anger than she'd seen from him since he regenerated.

"They were nothing," came Lazarus' cold response, and Rose winced at the callousness of the words, "I changed the course of history."

"Any of them might have done too," the Doctor responded, "Do you think history's only made with equations?" he snarled, pacing around Lazarus his movements suddenly put Rose in his line of sight and his movements came to a halt. His eyes quickly returned to Lazarus but she knew he'd seen her when his voice regained the edge of compassion she recognised.

"Facing death is part of being human. You can't change that."

"No, Doctor," Lazarus spat, "Avoiding death; That's being human! It's our strongest impulse, to cling to life with every fibre of being... I'm only doing was everyone has tried to do before me ..." Lazarus paused as Rose finally reached them, stepping up beside the altar to stand next to Martha and Tish, her gentle brown eyes resting on Lazarus' for a moment, before the professor turned back to the Doctor.

"I've simply been more successful," he added, but his sudden screams of agony broke off anything else he might have said.

"Look at yourself, you're mutating! You've no control over it, you call that a success?" the Doctor demanded as he stared down at Lazarus.

"I call it progress!" Lazarus gasped out, another shout of pain interrupting him and Rose couldn't help but wince in sympathy at the agony he was experiencing. He bent forward a moment, gasping for breath before he continued his explanation to the Doctor, desperate to be understood, "I'm more now that I was... more than just an ordinary human..." Lazarus gasped.

"There's no such thing as an ordinary human," the Doctor responded, and despite the danger Rose could see the smile that such a ridiculous statement had pulled onto the Doctor's face, and Rose took a step closer to the Time Lord as Lazarus began writhing in convulsions of pain once more.

"Doctor, he's going to change again, what are we doing?" she asked, keeping her voice low to avoid the acoustics of the cathedral carrying her words to the professor.

"Any minute now, if I'm right," the Doctor agreed, "I need to find a way to get him up into the bell tower, I have an idea that just might work," he told muttered, making sure both she and Martha could hear and the brunette glanced directly above them, her mouth falling open.

"Up there?" she whispered, and Rose grimaced even as she nodded.

"You're so sentimental, Doctor..." Lazarus sneered, "Maybe you are older than you look."

"I'm old enough to know that a longer life isn't always a better one," the Doctor replied, stepping away from Rose, Tish and Martha to move around Lazarus once more. "In the end, you just get tired... tired of the struggle... tired of losing everyone that matters to you... tired of watching everything turn to dust..."

The Doctor's eyes flicked to Rose briefly, but moved back to Lazarus when faced with the unshed tears building in her eyes. Crouching beside the professor, the Doctor pressed his lips together and sighed wearily, "If you live long enough, Lazarus, the only certainty left is that you'll end up alone." he confided, but the man would not be swayed.

"That's a price worth paying," Lazarus responded softly, and Rose shook her head.

"Is it?" she asked, and Lazarus turned to her. She could feel the Doctor's eyes burning into her, but she kept her focus on Lazarus, "The only person who thinks being alone is better, is someone who's never had a hand to hold, Lazarus... and if that's the case then I truly pity you," Rose told him, shaking her head sadly even as the man's lips curled back in a snarl.

"I will feed on your soft flesh, Mal Lupin," Lazarus growled at her, "Then what use will your pity be?"

"I'm not going to let that happen," the Doctor said, eyes flashing, and Lazarus laughed.

"You've not been able to stop me so far," the professor taunted, and Rose took a step closer to him, the Doctor's head snapping round to glare at her.

"Rose, don't-"

"Come on, Lazarus, I didn't figure you to give up so easily... don't you know when a girl's playing hard to get?" the blonde taunted, spinning on her heel and taking off at a run as Lazarus lunged for her, Martha and Tish running beside her.

"Damn it, Rose!" she heard the Doctor shout, but she ignored him, yanking open a door and breathing a sigh of relief when she found stairs behind it the led up.

"Doctor, the tower!" Martha shouted back, shoving her sister up the stairs ahead of her even as Lazarus staggered after them.

Rose had her skirt held tight in one hand as they raced up the spiral staircase, Lazarus' cries of pain following after them and Tish suddenly grabbed her arm, bringing all three of them to a halt.

"Did you hear that?" she demanded, and Rose let herself concentrate for a moment, sharpening her hearing and counted the steps.

"Shit, he's changed again, keep moving!" she told the other two, and Martha began pushing Tish up the stairs again, and Rose let the two of them past her before following, keeping herself between the two sisters and Lazarus.

"Where are we going?" Tish replied, her voice full of fear, but neither Martha nor Rose could spare the breath to answer her.

"Martha!?" the Doctor's voice shouted from below them, "Rose?!"

A quick check behind them and the three women slowed to a stop and Rose gently urged Martha to lean between the stone pillars so the Doctor could see where they were.

"Doctor!" the woman shouted, and Rose yanked her dress up slightly to pull out the gun strapped to her thigh.

"Take him to the top, the very top of the bell tower, do you hear me?!" the Doctor shouted, and Martha repeated the instructions back to him just as Lazarus appeared from the staircase and began charging at them.

"Martha, move!" Rose ordered, but the woman was still shouting down to the Doctor.

"Then what?"

"Martha, come on!" Tish shouted, grabbing her sister's arm and Rose fired a single shot at Lazarus. The bullet didn't seem to do any damage to him at all, but the impact made him stagger back a step, and that gave all three women a chance to put just a little bit of distance between them and the monster on their heels.

The Doctor heard the gunshot echo around the cathedral as he ran for the organ, and growled to himself. There was only one of the three women who might have had access to a gun and he made a mental note to have words with Rose about the weapon.

For the moment though, he set his distaste aside and sat himself on the organ seat, pulling out the sonic, just hoping he was going to be fast enough.

"Hypersonic sound waves, inspired," he muttered, activating his screwdriver and shoving it into the organ. Rose's idea of using the same machine to reverse the process hadn't been a bad one either, it was a shame really that the professor's invention was inherently flawed, now he just had to hope that some steady sonic waves could destabilize the mutation enough to stop the man.

High above the Doctor, Tish burst through the door into the bell tower first, and Rose came through the door last, slamming the wooden door behind her and looking for something to jam it shut, anything to slow Lazarus down but the tower was empty.

"There's nowhere to go! We're trapped!" Tish cried and Martha moved her sister around the narrow catwalk that circled the large bell until they were are far away from the door as they could get.

"This is where he said to bring him," she gasped and Rose sighed as she tried to catch her breath.

"That's because we're the bait," she told them, "You shouldn't have followed me," she added and Tish whimpered in fear. Martha took her sister's hands a moment later though, calming herself down as she reassured Tish.

"He knows what he's doing, we have to trust him," Martha said softly, but all three of them flinched when Lazarus hit the wooden door, sending splinters of wood flying in all directions, and Rose staggered back from the impact to stand beside Martha and Tish.

"Ladies," the creature growled, creeping his way into the room and Martha dragged Tish behind her, facing Lazarus with fear filled eyes that almost made Rose smile.

"Stay behind me, if he takes me make a run for it... head down the stairs, you should have enough time," Martha whispered to her sister, but she tuned out the siblings as Tish tried to argue and placed herself between them and Lazarus.

The scientist was taking his time approaching them now, seeing them trapped he seemed to want to toy with them so Rose made the most of his delay and raised the gun still clasped in her hand. She shot at Lazarus swiftly, the bullets flying under the bell. Two hit him before he swung his scorpion like tail, knocking the weapon from her hands and drawing a sharp scream from Tish.

The second furious slash of Lazarus' tail had all three of them ducking, and he tried to clamber across the open space beneath the bell to reach them, reluctant to leave their exit unguarded.

"Split up," Rose whispered to Martha, shoving her towards her sister before clambering around the walkway in the other direction, forcing Lazarus to split his attention and decide which of them he would lunge for.

"Spoilt for choice, professor?" Rose taunted breathlessly, and he snarled at her, looking between the sole blonde on his right to the two brunettes on his left and hesitating. As she'd told the Doctor earlier though, the professor was smart, and Rose cursed as he slammed his tail through the wooden catwalk, knocking Tish to her knees before he managed to knock Martha over the edge, the brunette barely able to catch herself and cling onto the splintered wooden boards as her sister screamed her name.

Rose and Lazarus dove for the woman at the same time, but while the mutant scientist hovered over her, tail waving tauntingly as it prepared to devour the girl, Rose lay on her stomach and leant down wrapping her hands around Martha's arms, simultaneously making sure the woman wouldn't fall, and placing herself between Martha and Lazarus.

Her skin was crawling with barely restrained fear, and Tish was yelling for Lazarus to get away from them, but it was the organ music rising rapidly in volume that drew a scream from Rose, her ears ringing and she struggled not to press her hands to her ears, not wanting to release her hold on Martha but the louder the organ got the more her head began pounding in pain and a few tears leaked down her face as Lazarus fell past them, his roars of protest only adding to the agony in Rose's head as the crescendo came to a crashing finale when the professor's mutated body smashed into the floor of the cathedral and the Doctor stopped playing.

Silence rang out through the building then, almost as painful as the cacophony of sound that they'd just been subjected to until Martha's strained gasps, and her own hitching sobs of pain reached Rose's ears.

"We've got you!" Tish told Martha, joining Rose on the rickety wooden catwalk, and helping the blonde pull Martha back up onto the thin ledge, the Doctor's voice shouting through the cathedral and rising up to them.

"Martha?!" he shouted, the questions clear, "Rose?!"

"I'm ok, Doctor!" Martha shouted back breathlessly as she clung to her sister, but when she glanced over at Rose she saw the woman had her hands pressed to her ears, and called out to the Time Lord again, "We're all ok!"

When the echoes of the Doctor's voice stopped ringing around them Rose pulled her hands away from her ears, and saw that the two sisters were hugging and laughing with relief, adrenaline fuelled giggles escaping them, and she quietly let them have their moment together, retrieving her gun and returning it to the holster against her thigh before moving carefully down the stairs and heading back to the main part of the cathedral, only to find herself pulled into a hard hug and spun as the Doctor pressed his face into her hair.

"What I said about humans facing death? That wasn't an invitation to go and do just that," he scolded her and she couldn't help grinning at him before she was saved from trying to explain her actions by the sound of Martha and Tish coming down the stars behind her.

The Doctor moved over to hug Martha as well, grinning down at the woman when he set her back on her feet.

"I didn't know you could play," she said breathlessly as Tish watched them both with a smile.

"Oh, well... you know, if you hang around with Beethoven, you're bound to pick up a few things," the Doctor said, and Martha grinned.

"Hmm, especially about playing loud," she teased, and the Doctor stared at her blankly for a long moment, making Rose narrow her eyes.

"Sorry?" he asked before grinning broadly when Martha laughed and rolled her eyes and Rose groaned loudly at the terrible joke.

* * *

The Doctor and Rose stood side by side, leaning against her black car while they waited for Martha to reassure her family she was alive and safe. The Tardis was still parked in Martha's flat, so Rose had offered to drive them all there. She knew Jack would be able to track the car down and collect it in a few days.

Now that they weren't solving a puzzle, or running for their lives, it seemed neither of them knew quite what to say, just grinning like idiots and shooting sideways glances at each other.

"I can't believe I found you," Rose murmured eventually, and the Doctor hummed a delighted sound in the back of his throat, and a moment later one of them had slipped their hand into the other's. It was as easy and simple as the first time, before Rose had believed in aliens and when the Doctor wore leather and jeans. When the Time Lord's grin widened, Rose had to turn away, knocking his shoulder with her own.

"Oh shut it," she said embarrassed by the flush she could feel rising in her cheeks.

"All right, let's get out of here before mum hogties me in the boot of her car," Martha complained as she approached the pair, biting her lip when she saw them both jump. Rose shot her a warm smile and dropped the Doctor's hand, not spotting the bereft look he shot her while she dug around for her car keys but Martha didn't miss it, and she felt a sharp pain in her chest that she knew didn't have a medical explanation.

The only time any of them spoke during the drive was to give Rose directions and before the atmosphere inside the vehicle could become awkward or tense, Rose was parking in front of a pristine block of flats and shutting off the engine.

They all sat silently for a moment before Martha cleared her throat, "I'll just go... unlock the door," she muttered, sounding tired before stepping out of the car quickly, pushing the door closed firmly and moving to her flat door at a swift jog.

Rose and the Doctor watched her go inside and switch on the lights, leaving the front door on the latch for them, and Rose sighed wearily as she undid her seatbelt, but the Doctor's soft voice halted her movements.

"Before we go in, Rose..." the Doctor said softly, holding out his hand and wiggling his fingers with a slight frown.

"What?" Rose asked, blinking at him in confusion.

"The gun," the Doctor said softly, trying not to let the judgement leech into his voice. He couldn't make any guesses as to how successful he was from her reaction because a moment later he was struggling to avert his eyes as she tugged the long skirt of her dress up slightly, the slit that had reached her knees now putting on display one creamy thigh with a gun holster strapped to it.

"What are you going to do with it?" Rose asked as she unstrapped the weapon and the Doctor shifted his eyes to her face quickly.

"Disable the firing pin," he told her unapologetically, and Rose handed over the weapon without argument, and smiled at the flash of surprise she spotted.

"What?" Rose asked, although she had a pretty good idea what had startled the Time Lord.

"Just... didn't expect you to hand it over so easily," he admitted, buzzing the sonic over the weapon until a sharp cracking sound could be heard and Rose took the gun back and tucked it into the glove box of the car.

"Don't need a weapon when I've got your gob around," Rose teased but her smile faded a moment later "It was always a last resort, Doctor," she promised softly, "I can count on one hand the number of times I've used a gun outside the Torchwood firing range."

"How long?" the Doctor asked softly, his voice a whisper as his mind latched onto only one thing. Less than five times firing a gun was all well and good... but five times in a year, or five times in ten years.

She didn't pretend not to know what he was talking about, and sobered quickly, turning her eyes on the dark street outside the car, light streaming from Martha's front door as she swallowed.

"Martha's waiting for us," she tried, but the soft noise of complaint halted her words, and she turned her head back to the Doctor for a long moment before sighing and resisting the urge to run her fingers through her hair, knowing she'd only get tangled up in the ringlets.

"If I tell you how long it's been for me, can we leave the rest for later?" she asked, staring at him intently, and although clearly reluctant and bursting with the need for answers, the Doctor nodded, and Rose sighed again.

"Just over four years," she admitted in a whisper, "Three years, four months in the parallel world, and I've been back in this universe around eight months, give or take a few weeks..."

"Eight months?" the Doctor repeated, "You were listed dead at the battle of Canary Wharf, how have you been-"

"Later, Doctor," Rose repeated, and she couldn't help grinning as he struggled to hold back the questions bubbling on the tip of his tongue, "I want to see the Tardis, I've missed her," Rose said and she watched him soften and nod.

"Well come along then, Rose Tyler, the old girl's missed you too," he said, and hopped out of the car with renewed energy and she followed with a soft smile, locking the car behind her and tucking the keys under the wheel arch for Jack before following the Time Lord into Martha's flat.

The moment she laid eyes on the beautiful blue Timeship Rose gasped softly.

"Oh, look at you!" she cooed, brushing past the Doctor, completely oblivious to the glowing grin spread across his face, or the bemused stare Martha was shooting her.

"I thought it was just you who was nutty enough to talk to a time machine," Martha teased lightly, and the Doctor felt a rush of guilt as he realised he'd never quite explained the sentient nature of the Tardis to the medical student.

"She's not just a ship, she's alive... with a mind and a heart... Tardis were grown, not built," he explained and Martha's jaw dropped.

"So... when you're talking to it... her..."

"She's telepathic," the Doctor confirmed with a smile as he watched Rose press her cheek to the doors of the ship, stretching her arms around the corners of the police box and hugging the wooden surface, all the while lavishing praise on the ship, and the Doctor could hear the Tardis all but purring with affection for the pink and yellow human.

"That's how you can understand alien languages, the Tardis translates it all for you in your head," he explained, his hearts thudding against his chest when Rose pulled out her Tardis key and unlocked the ship, disappearing inside without a backwards glance to him or Martha.

"You never said," Martha accused as they both approached the doors, "I could have insulted her by accident or something."

The medical student eyed the front of the ship, a new level of respect in her gaze and the Doctor cleared his throat, "Ah, it's ok... she knows I forget to mention it sometimes..." the Doctor winced at the reprimand in his head and sighed, "More often than not, honestly," he muttered, before sighing, placing his hand on his ship and turning to Martha with a smile.

"So... something else that just escalated," Martha teased and the Doctor laughed softly. He could hear Rose inside the console room still talking to the Tardis, but forced himself to focus on the young woman in front of him.

"I can sense a pattern developing, you should take more care in the future... or the past... or whatever other time period you find yourself in," she finished, with both of them laughing.

"It's good fun though, isn't it?" he asked and Martha nodded, her smile turning sad and that decided him.

"So, what do you say... one more trip?" he offered, eyes sparkling but his smile faded when she hesitated.

"No... Sorry," Martha whispered, and the Doctor frowned at her.

"What do you mean? I thought you liked it?" he asked, confusion apparent in every line of his face.

"You've got Rose back now, you don't need me-"

"Martha," the Doctor cut her off his voice firm but purposefully gentle, "I told you... you were never replacing Rose, you were always on board for your own merits."

She smiled, shoulders relaxing slightly, but her smile was still sad, "Still though... I can't go on like this, one more trip at a time; It's not fair, I don't know where I stand," she told him and the Doctor shook his head, still confused.

"What're you talking about?"

"If I'm gonna come along I don't want to be just some passenger anyone, someone you take along for a treat. If that's how you see me, like I dunno, some kind of pet, then I'd rather stay here," she told him, her voice sounding much stronger than she felt and the Doctor took a deep breath before letting it out in a long sigh.

"Okay then," he said slowly, "If that's what you want."

She stared at him a moment, before backing away rapidly, her voice full of hurt.

"Right, well we've already said goodbye once today, it's probably best if you just go," Martha snapped, turning her back and Rose jabbed the Time Lord in the ribs, having crept back over to the door when she'd heard her name mentioned.

"You're such a prat," Rose growled at him, and he flushed as Martha turned to them both, a confused frown on her face.

"What?" she asked softly and Rose rolled her eyes as the Doctor shrugged one shoulder.

"I said okay," he repeated, and Martha blinked at him, hope rising as she watched Rose shake her head at the Time Lord, clearly exasperated.

"He only takes the best, Martha, if you didn't flake out after the first trip, you might as well move in," Rose explained, and the medical student gasped as realisation set in and she launched herself at the Doctor.

"Oh thank you, thank you!" she shrieked excitedly and the Doctor laughed as he caught her in a hug, putting her back on her feet quickly and grinning down at her as Rose retreated back into the console room again.

"Weelll, you were never really just a passenger were you," he told the woman gently, ushering her into the Tardis and pushing the doors closed behind them, bouncing up to the console and flipping off the handbrake to send them spinning into the vortex with a grin and sparkling eyes.

"Like Rose said, I only take the best."


	15. Homecoming

**A/N:** _Hi everyone! Today (Sept 9th) is my birthday! Woohoo! So here's another chapter for you all to celebrate! Enjoy!_

* * *

There was a long moment of silence when the Tardis rotor stopped whirring and they were calmly parked inside the vortex. Slowly, the silence began to border on awkward, and Rose wasn't prepared for that so she drew a deep breath and did what she'd learnt to be good at. Take charge.

"Well, I don't know about you, Martha, but I plan on stealing some pajamas from the Tardis wardrobe and getting something for dinner," she announced easily, shifting in her long black dress before pausing at Martha's answer.

"The Tardis has a wardrobe?" the woman asked, and after a moment, Rose turned a glare on the Time Lord who was busy hiding his face behind the monitor attached to the Tardis console.

"When I got lost for two days you promised you were always going to give new companions a tour of the essentials," Rose accused, narrowing her eyes at him and the Doctor coughed, scratching at the back of his head absently.

"I did!" he defended weakly, "Bedroom, kitchen, console room... The wardrobe's not an essential..." he trailed off at the growing amusement he could see in Rose's eyes.

"Says the alien who only wears two suits," she shot back dryly, shaking her head before turning back to Martha, "All right then, Wardrobe room, kitchen for dinner and a proper tour!" Rose declared and Martha laughed weakly.

"Actually, I'm pretty tired... Can I take a rain-check on that until tomorrow?" Martha asked the blonde. She didn't want to like Rose, she admitted to herself. She'd been living in this woman's shadow since she first met the Doctor, and now all she seemed to be was some girl from the East End of London. Bleached blonde hair, pretty, but ultimately ordinary, and Martha really wished she could resent the devotion the Doctor had showed to her memory, but she couldn't.

Since the moment Doctor had laid eyes on Rose again Martha had seen an easy lightness in him that had been missing until that moment and yet absolutely nothing in the way he treated or spoke to Rose made Martha feel like second best. On top of that the blonde was kind and funny, she could think of her feet, and if her behaviour towards Lazarus told Martha anything it was that she was a sublime actress, or an accomplished liar, whispered the jealousy in her mind.

Rose also seemed absolutely at ease with the running and the dangers that the Doctor faced all the time, but then she'd gone and trusted Martha with the sonic screwdriver, and the way she had scolded the Time Lord for not showing Martha the Tardis properly, effectively siding with her against the alien was encouraging Martha to relax, lessening her fear that she would be pushed aside, and left behind now he had Rose back on board. Rose's actions were more reassuring than the Doctor's verbal insistence.

She really wished she could dislike Rose, but something in the blonde woman's delighted grin when she had asked to have the tour tomorrow instead of just brushing the whole idea aside made Martha smile back and she suspected that she was actually going to end up very good friends with the woman.

Once Rose had agreed to giving Martha the promised tour the following day, the newest companion of the Time Lord bid them both goodnight and left the console room, and once more that long moment of silence on the edge of awkward descended over the room, and Rose glanced at the Doctor, only to find him already watching her.

"Tea?" he asked softly, and Rose smiled.

"Sure... just let me get changed... meet you in the kitchen?" she asked, and the Doctor nodded but neither moved immediately, still staring at each other across the console until Rose laughed nervously, drawing a grin from the Doctor.

"I feel like if I leave the room I'll wake up and this'll all be some crazy dream," she admitted, and the Doctor hummed an agreement before stepping towards her and wrapping his arms around her waist, her hands rising to cling onto the back of his tuxedo.

The brief hug while they tested Lazarus' DNA had been from shock and disbelief and to confirm that neither of them were hallucinating. The hug in Southwark Cathedral had been relief, the traditional end of a disaster celebration and thank-god-you're-alive. This hug was firm and gentle and all encompassing and _home_. The Doctor could feel his hands shaking slightly, and Rose turned her head until her face was pressed against his neck and the two of them just stood in the console room, bathed in the Tardis' light and soaking in each other's presence.

The thrumming of the Doctor's double heartbeat soothed Rose. The pain in her chest, that she'd grown so used to that she no longer noticed it, lessened just slightly and she took a deep breath, releasing it in a contented sigh even as she absorbed the slightly spicy scent of the Doctor, the smell of something sparkling that she associated with time, and the cold crispness of London's night air.

Eventually, they slowly released each other, both calmer for the contact and Rose grinned her tongue-in-teeth smile, "Tea, in the kitchen... I'll be five minutes," she promised and the Doctor nodded, slipping his hands into his trousers to stop himself reaching out and pulling her back into his arms when she took a step back from him and then another before turning and walking away, disappearing round the corner and heading deeper into the Tardis.

Panic gripped his hearts for a moment. What if it really had been nothing more than a hallucination? The Tardis hummed reassuringly inside his mind though and he sighed in relief, running his hands across his face before he did one last check of the console to make sure they were drifting safely, threw the black tuxedo jacket onto the jumpseat and made his way towards the kitchen. He remembered how Rose liked her tea, it had only been around three months for him. Three months of hell, he thought before a wave of pain washed over his mind.

Three months versus Rose's four years. Humans were such a short lived species, that wasn't a small portion of her life. She'd been trapped in the parallel world for longer than she'd travelled with him and doubts began gnawing at his mind.

Why had she come back? Did she really want to travel with him again? Would she want to be dropped off somewhere? Live a life with someone back on Earth? House, husband and kids? She'd been back for eight months, she must have been staying with someone, she had no name or money of her own since she'd been declared dead. Had she been homeless? Living on the streets? Starving- no. She'd bought that dress. She'd had a car, and she had an ironclad alias to get into Lazarus Labs.

He only realised that he was stirring the spoon in an already made cup of tea when Rose cleared her throat beside him, her eyes sparkling with mirth and the Doctor flushed as he dropped the spoon to the counter and handed her the drink, scooping up his own and taking a mouthful to cover his embarrassment. Rose moved to sit in her spot at the kitchen table as though it had only been yesterday that she'd last drunk tea there with him and the Doctor had to force himself to look for the slight changes that time had wrought over her.

The blonde of her hair was a more natural honey colour now. The set of her shoulders, bared by the camisole pyjama top she'd chosen, showed a confidence in herself, and from what he could make out beneath her clothes her body was strong. Toned muscles, not just from running, made her movements smooth and graceful, almost cat-like, and the Doctor could easily see the balance that her childhood gymnastics had instilled in her had since been honed to a fine point and he frowned, his mind wondering over what had brought about these changes, but her soft sigh drew his attention up to her suddenly sad eyes.

"Instead of tying yourself in knots, you could always just ask," she told him quietly and the Doctor found himself flushed, embarrassed at being caught staring.

"Honestly?" he asked, moving to sit opposite her, pushing back against the memories flooding his mind of mornings over toast, and throwing flecks of jam at one another, "I don't know where to start," he admitted, and she offered a small smile.

"Well, let me start with, arguably, the most important part; I did not shatter the multiverse returning," she promised and the Doctor blinked, having almost forgotten the potential danger her presence could have heralded.

"How do you know?" he asked. He trusted her, and would run his own tests to be absolutely sure, but he still wanted to know how Rose was so confident.

"Because the parallel world's version of the Shadow Proclamation sent me back," she told him, watching his eyes widen and his jaw work in shock, "Apparently," Rose continued, before he could ask, "because there had never been a Rose Tyler in that world for me to replace, the void dust that I soaked up had no hole to plug, no Rose Tyler shaped hole to fill, so to speak, so it was extra, more than that universe could hold, and me being there-"

"Could have done irreparable damage," the Doctor completed as his mind raced over the complications and implications of her presence there that he'd never even considered, and as all the potential problems rose in his mind he let loose a series of curses that the Tardis did not translate. Rose had gone through a similar process of shock and realisation when the Shadow Architect had revealed the problem to her, so she sipped at her tea and waited for the Doctor to finish. When he did he was still frowning though, and Rose lowered her cup to the table as she waited for his next question.

"I still don't see how it was possible for them to send you back here though, the walls were closed..." he hesitated at Rose's soft laugh.

"I can't be sure, but I suspect it was your fault," she teased watching the Time Lord cock his head curiously, "was I named by a Carrionite, Doctor?" Rose asked, but his jaw hitting the floor of the Tardis gave her the answer while the Time Lord was still spluttering over her question.

"What?... But?... How... Are you-?... Did you get hurt?" he asked eyes running over her as though seeking out an injury she might be hiding, only relaxing slightly when Rose shook her head and began to tell him how, between the Shadow Architect and Deathswing's magic, she had been returned to Earth. She didn't lie when she told him that a branch of Torchwood had found her, she simply let him assume it was based in London like that last time, and just didn't mention Jack. She told him about how all her senses were stronger now after their temporary painfully high levels since she'd emerged from the void, and the Time Lord muttered something about tests before motioning for her to continue her tale.

Rose gave him a quick run down of the last eight months on Earth, and the Doctor listened quietly, occasionally interrupting to pepper her with questions but, for the most part, letting Rose speak uninterrupted. It was only as she told him about the village of cannibals, and getting shot that the Doctor stood up suddenly, the kitchen chair clattering against the floor and almost tipping over at his swift movements taking him to her side.

The camisole pyjama top she'd put on did nothing to cover the scattered scars from the shotgun pellets on her left arm, but he'd not been looking for scars or injuries as she walked from the counter to the table, and since then he'd been mostly focussed on her words, the expression on her beautiful face, and the whirling emotions in her golden brown eyes.

Rose fell silent now though when the Doctor gently lifted her arm, examining the scars with pain filled brown orbs, his fingers moving to play with the hem of her shirt a moment later, hesitating, before he met her eyes, the question in them clear and Rose nodded. Her only reluctance was the pain she could see in his face when he cautiously knelt beside her chair and eased the fabric of her shirt up just enough to see the light pink scars that decorated her ribs. He moved slowly and gently, as though the scars were still open wounds, hours old and painful, and gently ran the pads of his cold fingers over the marks, making Rose shiver. From the cold, or just his touch she didn't know.

"This is why I hate guns," he whispered, and Rose let her eyes rest on his downturned face as his hands shook slightly, "People who are scared or hurt, they panic. A gun goes off far faster than it takes to think through a decision. The trigger has been pulled and the damage done before the person has even realised that they thought about pulling that trigger, and then it's too late, the projectile has flown and it's hit it's target and it's over."

He blinked then, a frown growing and Rose made a soft sound of surprise when his fingers moved to her back, pressed over one rib, but she released a small huff of laughter when she realised what he'd seen.

"That was a Caxtar blaster," she told him, voice amused, "My second field mission for the parallel Torchwood." When his pained eyes moved back to hers though Rose sobered quickly, "I've gained a lot of scars in four years, Doctor," she whispered, and just like that he'd released her shirt, and rising onto his knees he pulled her into another hug.

"Oh Rose, I'm so sorry," he breathed into her hair and somehow that shattered her self control, causing her breath to hitch, and a few reluctant tears to escape her and leak down her cheeks and into the white shirt he was still wearing. Her hands clutched at his back and she let herself sink against him. It didn't matter what they encountered, she rarely got hurt with the Doctor, and when she did he had the Tardis fix her up in a matter of minutes.

Rose remembered that blaster. She remembered being shocked at the scar marring her back. She remembered how she'd been angry, and upset, and frustrated that what she could do to help was limited by what Torchwood could heal. If she was shot with the Doctor she'd be out and running the next day. With Torchwood it was a month of bed rest, another month of paperwork, and enforced wearing of her protective gear, even though said gear would have been useless against the blaster.

Rose was strong. She'd always been strong. Growing up with a single mother on a council estate in London had taught her how to be. She'd proven it when she swung out on a chain above the Nestene consciousness and saved the life of a 900-year-old alien. She'd proven it when she'd absorbed the heart of the Tardis to save the man she loved. She'd proven it again when, alone and faced with a werewolf, she'd refused to panic and instead began to organize an escape. In the countless dangerous situations in the parallel world Rose had proven again and again that she was strong but when she was with the Doctor the difference was that she didn't have to be.

Curled up against him, finally letting herself have a moment where she didn't need to be strong, Rose remembered the next scar too. She remembered how she'd taken to hiding injuries just so they didn't put her on desk duty. She remembered dodging yearly medicals and stitching her own wounds in the bathroom at her flat, and she remembered falsifying records to play down the danger to herself.

If the Doctor ever managed to talk her into letting him examine all her scars, she knew that he'd see far more about the last four years than she was going to admit to the alien right then, so she let herself cling to the Doctor, and she let the tears of relief escape her and she let him draw shuddering breaths against her neck until slowly they both calmed once more, and Rose found herself beginning to fall into an emotionally exhausted sleep against his chest, every ounce of tension leaking from her frame in the safety of his arms.

With a reluctant sigh she forced herself to pull back from the Doctor, and shot him a sheepish smile, "Guess I was more tired than I thought," she admitted and the Doctor laughed, "so much for having dinner..."

"I'm sure the Tardis will spoil you at breakfast," the Time Lord teased her and her eyes moved to the ceiling automatically, shooting a pleased look at the inside of the Tardis.

"It's been permanently difficult to fall asleep without her hum in the background," Rose told him, "I never really stopped missing it, even after four years..." When she brought her gaze back to the Doctor's, the tender expression on his face made her blink, startled. She was familiar with reading his hidden emotions as they stained his eyes despite his best efforts, but to see it so openly on his face was rare, and a moment later it was gone. Concealed once more.

"Bedtime for the human," he teased, rising to his feet and Rose stood from the kitchen chair with a small yawn.

"Will she have had time to make me a room?" Rose half asked the Doctor, patting the wall of the Tardis as they moved into the corridor's, and the Doctor muttered something in response that had Rose freezing in place.

"What?" she asked, wondering if she'd misheard the quiet confession.

"Your room's still there. I... we never removed it." the Doctor repeated louder and Rose's throat closed up with a flood of emotion. She gave herself a moment, before shooting the Doctor's earlier question back at him, softly.

"How long?" she asked, and his brown orbs lifted from where his converse scuffed at the floor.

"Three months." he confessed, "Three months since-" _Bad Wolf Bay. Since you told me you loved me. Since I missed my chance to tell you. Since one of the top ten worst days of my life..._ "Since I burnt up that star," he finally finished with a wry smile and Rose swallowed. He didn't doubt she'd heard all the unspoken endings to his sentence, but she'd always known him better than he knew himself, it seemed. She didn't press for the end of his sentence on Bad Wolf Bay and, he realised, she hadn't acted on her own admission.

Part of him, the part that always demanded he run, run, run, had been terrified at her words of love. That tiny terrified part of him had almost been glad she was stuck a dimension away so he could avoid the domestics of the emotion. Not that he'd not known she loved him, just as he was almost sure Rose knew how he felt, but admitting to that and saying it aloud implied having to do something about it. Settle down, family, a house with carpets and doors. His mind rebelled at the thought.

Ever since he'd found out she was back that tiny part of him had been whispering that things would be different now that she'd said the words. She would demand a response. She would hope for reciprocation. She would treat him differently, act differently. Be different. Expect him to behave and act differently... but she hadn't, his mind supplied, and he wondered why.

Human emotions were as fleeting at their lives, perhaps she had simply moved on. It had been four years for her, and she'd believed their separation to be permanent, after all, he'd told her it was impossible to get back...

"Doctor?" she asked, and he realised she'd been speaking as he got lost in his thoughts.

"I'm sorry," he said again and Rose tilted her head in confusion.

"What for?"

"For what you must have had to leave behind," he told her, eyes pained as these new thoughts began swirling, "Your mum, dad, your mum was pregnant so a younger sibling? Your job... Four years is a long time, you'd built a life, I just... I'm sorry you were forced to walk away from that," he repeated, frowning as he built the world around her. Happy, laughing, a boyfriend... fiancé?

"Stop it." Rose demanded, her voice darkening enough that it snapped him from his thoughts and his eyes returned to her features, a hint of anger there now and and awful lot of frustration, but it was the flash of pain that made him blink at her, surprised, "Don't do that." she told him, arms crossed over her chest defensively and he stared at her shocked.

"Did you think I'd forgotten about the way you seem to think the universe revolves around you?" she asked, the barest hint of playful teasing cutting through her flash of anger, and he knew she was trying to lighten her tone for his sake. "You feel guilty that I had to come back, as if it were your fault I was stuck there in the first place... It wasn't your fault, and it wasn't your fault I had to leave." she told him firmly, and the Doctor shook his head, confused.

"But your mother, your sibling... friends..."

"It felt wrong there. I felt wrong there. Even if I'd never found you, or you didn't want me to travel with you any more... Doctor, I was never going to stay on the other side of the void," she swore, her voice quiet but determined, and after another long moment of quiet, Rose was forced to avert her gaze, letting her eyes settle on the soft blue slippers the Tardis had given her.

"All right," the Doctor said a moment later, and Rose turned back to him with an eyebrow raised questioningly.

"All right?" she asked and the Doctor nodded.

"All right. I'll try to stop feeling quite so guilty about it." he promised and Rose smiled wearily.

"Thank you." she offered, softening in the face of his surrender, "I managed a lot in four years Doctor. There's so much to tell you... but I do need to sleep," she admitted, smothering another yawn and the familiar door to her room emerged out of the wall, and Rose realised that they'd never made it further than the hall just outside the kitchen, and laughed gently as she laid her hand on the handle, and sent a silent thank you to the Tardis.

"Good night, Doctor," she offered flashing him a tired grin over her shoulder and the alien smiled at her gently.

"Sweet dreams," he said, and ignored the tight iron band clenching around his hearts when her bedroom door closed, blocking his pink and yellow human from view. Eyes closed he sighed and returned to the console room to tinker on the Tardis and absorb the many new things he'd learnt from Rose.

* * *

Rose woke slowly, the quiet hum of the Tardis surrounding her and a brilliant smile spread across her face before she even managed to crack open her eyes. When Rose could hear the sound of amusement in the Tardis' hum, she finally peeled her eyes open, only to gasp in surprise and sit up in bed to stare at the room around her.

When she'd fallen into bed the night before, she'd only spent long enough looking around to see that nothing had changed. The walls were still pink, the covers were still decorated with frills of lace, and the last clothes she'd worn before Canary Wharf were still thrown across the back of the wooden chair in front of a cluttered desk.

While she slept, however, it seemed that the Tardis had taken it upon herself to redecorate for the now more mature Rose Tyler, and her room looked beautiful. She purposefully directed the thoughts full of praise towards the ship as she stared around at the walls. At the bottom by the skirting board, the walls were white, blending seamlessly with the pristine white carpet covering her floor, but as the colour moved up the wall it gained more and more blue, drifting from a soft duck egg colour, and ending near the ceiling in a dark navy, almost black.

"Oh wow," Rose breathed when her eyes took in the field of stars that she now had instead of a ceiling, and she laughed in delight, falling back against her pillows as she realised all her furniture was a warm golden oak, the desk, the chair, the shelves full of alien knick knack's she'd picked up from a hundred different worlds, even her bed was made from the warm golden wood and her bedding was a perfect Tardis blue.

"You glorious, magnificent thing you," she breathed, and the Tardis' tone turned smug, drawing another delighted laugh from Rose before she managed to drag herself out of the bed, letting her toes sink into the deep and fluffy fabric of the carpet. Her en suite had also received an upgrade, everything now glistening in various shades of cream and gold, and without an audience Rose pressed a tender kiss to the wall of her bathroom, thanking the Tardis and promising that she had been just as missed as the Doctor.

Despite the urge to linger in her new luxurious bathing facilities, Rose forced herself not to take too long and began searching her wardrobe for something that she could wear. Most of her old clothes, while they still fit, just didn't feel right anymore and she laughed softly at herself, not having realised until then just how much her tastes had changed in four years. Eventually she pulled out a loose pair of black trousers, and a soft cream blouse that the Tardis pushed into her hands, and paired them up with the boots she'd worn under her dress the previous day, before leaving her room to start her search for Martha and the Doctor.

She found both of them in the kitchen just as the Doctor placed a coffee in front of Martha and held out a cup of tea to Rose with a knowing smile that made her want to shoot him a glare. She might be more of an early riser than she had been at nineteen, but Rose still needed that first cup of tea before she was even close to functioning. She wished she could turn down the steaming cup just to see the surprise on his face, but instead she grasped the warm cup gently, as though it contained liquid gold and hummed appreciatively as she sank into her chair, pointedly ignoring the Doctor's laughter and Martha's amused grin.

She was three sips into her tea before she tuned into the small-talk Martha and the Doctor were making, apparently the Tardis had decorated Martha's room overnight as well, now that the ship knew the other woman was staying.

"So did you sleep well?" Rose asked, and Martha's eyes lit up.

"Like a rock, I didn't even know she'd changed the room until I woke up!" Martha exclaimed, and the Doctor groaned as the Tardis hum took on a smug tone.

"So how long have you been travelling with the Doctor?" Rose asked a few minutes later, once the two of them had stopped laughing and the Doctor had moved to the stove to cook the two women something for breakfast.

Martha paused and tipped her head with a laugh, "I'm not sure... uh, that whole thing with Lazarus was only a day after he picked me up..."

"It's been about a week in your personal timeline, Martha," the Doctor answered and Rose beamed.

"So you've had a few adventures already then, if I know him," she asked, and Martha nodded and launched into the story of meeting Shakespeare. Rose listened as attentively as she always had to the Doctor's own stories, ooh'd and ahh'd in all the right places, and the Doctor had to turn back to the stove to hide a smile. Rose's genuine interest in Martha's adventures had the medical student all but glowing, having someone to talk to about the things she'd seen seemed to be taking a sort of weight off the woman and the Doctor sighed in relief as several darker timelines linked to Martha dissipated the longer the two women spoke and traded tales.

By the time he placed a fried breakfast before the two of them and sat down with his own, Martha was telling Rose about how Shakespeare had banished the Carrionites with help from J. 's ' _Expelliarmus_ ', and Rose was holding her stomach as she laughed, and Martha was grinning back at her.

"Oh bloody hell, can you imagine the look on Rowling's face if she knew one of her spells had actually ended up banishing witches?" Rose snickered, before picking up her knife and fork and turning her smile on the Doctor.

"Thank you, this looks amazing," she offered, before scooping up some of the food, and Martha echoed her thanks.

"Ah well, neither of you got anything to eat last night, it's the least I could do..." he brushed off their thanks easily and Rose paused, narrowing her eyes as she considered him and moment before she swallowed her food and shot him a smirk.

"The Tardis bullied you into it, didn't she?" Rose said, and the Doctor sniffed as he picked up a piece of egg on his fork.

"Rose Tyler, I resent the implication that the Tardis needs to force me to cook breakfast for my companions," he told her, but she just raised an eyebrow at him and Martha started laughing. Neither of them, however, pushed the issue and he released a mental sigh of relief. Bullied him into it was a bit strong, the idea just hadn't really occurred to him until the Tardis pointed out that both the humans would probably be hungry by this morning.

"So, I was thinking," Rose said a little while later, "Do either of you mind if we stop off on a planet where I can pick up some clothes, a few essentials? Somewhere I won't have to run for my life, if possible," she teased the Doctor and Martha grinned.

"That actually sounds brilliant... I didn't exactly pack anything yesterday, just sort of hopped on board. For the second time." she said dryly, and the Doctor forced out a sigh.

"Oh I suppose I can find somewhere boring for you two to do some shopping," he complained playfully, and Rose laughed.

"Good, because I kind of grew out of jeans and hoodies a few years ago," she said, wincing when the Doctor tensed beside her, and her smile disappeared, "Sorry," she offered, and the Doctor smiled at her, but it was no longer the light and easy grin of a few minutes ago. Now it was tight and tense and he shook his head.

"Nothing to be sorry for," he promised and Rose ducked her head to push what remained of her breakfast around her plate, and even Martha fell silent.

The Doctor cursed himself mentally as the atmosphere at the table shifted from fun and playful to sad and slightly morose. He hadn't meant for that to happen, but the casual mention of the years Rose had been missing from his side had taken him by surprise. It had been three months for him, and that was more than long enough, but to know he'd missed four years of her already limited life felt like a blow to his hearts every time he thought about it and he slowly stood from the table, taking his plate over to the sink.

"I'll just go and plug in some coordinates for your shopping trip then," he explained, forcing a smile for the two women before fleeing the kitchen without waiting for a reply, Rose's eyes burning into his back.

When the Doctor disappeared into the corridor, Rose let loose a sigh and leant her elbow on the table, her chin cradled in the palm of her hand while she continued to shift her breakfast around her plate.

"So it's not just me who gets the whiplash mood swings," Martha muttered, and Rose's eyes flicked up to her face in surprise before she smiled, a small silent laugh escaping her as she shook her head.

"No, it's not just you... that's just what he's like," she said sighing again, returning her gaze to her mangled plate of food, "and unless things have changed he'll probably land us somewhere, and instead of joining us he'll go and hide underneath the Tardis console and tinker," she added, and Martha didn't know what to say. A moment or two later though Rose seemed to brighten and her sparkling eyes settled on Martha again, "On the bright side that means you and me on a shopping world with an unlimited credit stick," she offered and Martha couldn't help grinning.

"Retail therapy?" she asked and Rose laughed.

"Couldn't have said it better myself," the blonde agreed, and the two stood from the kitchen table simultaneously, clearing their plates into the bin and dropping them into the sink before they followed after the Doctor's dust trail.

As they reached the console room the Doctor flipped the hand break and both Martha and Rose were forced to grab onto the nearest part of the Tardis to stay on their feet, while the Doctor all but danced around the console, flipping switches and throwing them through the vortex with a manic energy that had Rose laughing easily, despite suspecting it was nothing more than a smokescreen.

"Where are we?" Martha asked, eyes sparkling when the Tardis touched down with a soft bump and the Doctor began digging through the pockets of his brown pinstriped jacket.

"Out those doors is the planet Scobee, twice the size of your Earth and colonised by humans around the fifty-first century. They're currently going through a bit of a nostalgia phase, so you should be able to find some familiar twenty-first century pieces alongside the current period clothes," the Doctor explained before letting out a sound of triumph as he drew out a credit stick from his bigger-on-the-inside pockets, tapping it against the palm of his hand as he continued "So, Scobee, although the planet is bigger than Earth, it's mostly water with a scattering of small Islands, but there's two main landmasses. Assuming the Tardis behaved herself we should be on the smaller of the two. There was a larger than average solar flare around fifty years back, so this side of the planet's got warmer temperatures, making it a bigger tourist spot, so have fun," he offered the credit stick to either of the women and when Martha stared at the Doctor blankly, Rose stepped forward and accepted it.

"So you're not coming then?" she asked. Despite what she'd told Martha she'd been hoping she was wrong, but the Doctor shook his head, and Rose smothered a sigh.

"Nah, perfectly safe out there; you don't need me... besides, I've got some work to do here-" he started but the Tardis interrupted him with a groan from her engines and he shot her a glare over his shoulder, frowning at the console. "Look, just because you don't want your thermic regulator taken apart, doesn't mean is doesn't need doing," he growled, and the Tardis let loose another small sound of complaint before falling silent.

Rose hesitated for a moment, wondering whether to push his presence, before deciding to give the alien some time to process alone, and spend that same time bonding with Martha. As much as she wanted nothing more than to curl up with the Doctor on a sofa in the media room that wasn't who he was. Even if they had been alone to indulge in such behaviour, so Rose just smiled.

"All right then, ready Martha?" Rose asked, turning on the other woman who was all but bouncing in place with excitement and moved to exit the Tardis.

"And remember rule number one," the Doctor called after them and Martha turned to Rose to question her.

"What's rule one?" she whispered, and Rose laughed as they pushed the Tardis doors open and stepped out into a busy marketplace.

"Don't wander off."

* * *

The Doctor let out a long sigh as Martha and Rose stepped out of the Tardis and the doors closed behind them, allowing him to slump back against the console.

He'd thought he'd wrapped his mind around everything Rose had revealed about her time away while his two companions slept, but when the blonde had brought up the years she'd been trapped he'd reacted before he'd realised and that wouldn't do anyone any good, he decided.

Staying inside the Tardis until he had a handle on those reactions was the best course of action, and if he could keep Martha and Rose distracted in the meantime with a shopping trip, all the better. The Tardis grumbled into his mind, but he just shot her a glare, before lifting a panel of the floor grating, and hopping down to start working on her insides.

While the Tardis couldn't speak in words, after centuries with the sentient ship the Doctor had learnt to translate her hums fairly accurately, and right now she was frustrated with him. Rose was back and what was he doing? toying with her thermic regulator. The piece in question sparked in his fingers and he yelped in surprise.

"Now stop it, nothing's changed, nothing can change," he growled at the Tardis, the sonic buzzing in his hand as he cautiously got back to work.

But everything had changed because Rose had said she loved him. She'd come back to him. She was travelling with him again and every time she looked at him he could see that emotion floating in her eyes. He'd seen it before, of course he had, but seeing it after having it confirmed verbally were two entirely different things.

"It can't change anything, four years away merely means I'll ultimately lose her that much sooner," the Doctor muttered at the Tardis. "Her life was all too short before, now four years of it have vanished and she's four years closer to permanent death."

The Tardis' responding hum was sad, and the Doctor swallowed hard against the emotions his ships grief brought to the surface of his mind. If she was going to die so very soon, then why was he wasting time welding wires together when the wires would still be there after Rose was gone.

"If I let what we have become... anything more... I won't survive losing her again, you know that," he whispered, lowering the screwdriver and slamming his eyes closed against the tears he could feel building, "The fact that I've missed four years of her smile, her laugh, running with her, protecting her... she got shot, for Rassilon's sake!..." the Doctor drew in a soft gasp as a wave of pain radiated from his hearts and he leant his head against one of the coral supports that ran beneath the Tardis' floor, while he waited for the tightness in his chest to dissipate.

Hearing the pain in his voice, and the agony in his mind, the Tardis stopped pushing her Thief, and simply hoped that her Wolf would be patient. The Wolf had a long hunt if she planned on pinning down the Tardis' Thief. The Tardis offered her Thief the comfort and the understanding of her mind against his, and a little while later the Time Lord drew a shuddering breath and brushed droplets of water from his face. He released that deep breath in a long exhale before picking up the buzzing tool and began playing with her wires again as he fought to bring his body, and all it's many reactions, back under control.

* * *

Four hours later, two alien lunches and around fifteen shopping bags each, Martha and Rose were slowly making their way back towards the Tardis as they shared stories about themselves. Martha had told the blonde about training to be a doctor, how her hospital had ended up on the moon, skipping the part where the Doctor had kissed her, and told Rose about her dad's trophy girlfriend and the tensions it had brought up within her family. Meanwhile Rose had shared how she'd met the Doctor and how he'd blown up her job, skipping over the fact that he'd worn a different face back then. She'd told Martha how she'd been pulled across the void at the battle of Canary Wharf, and told stories of her mum and younger brother. They both commiserated over the disgusting yellow goo one of them had ordered for lunch, and play fought over the dessert that tasted like raspberries and chocolate.

By the time they started to make their way back to the Tardis, both women were cheerfully chattering back and forth when Rose stopped dead in the middle of the street, an odd shadow catching her eye. Before she could do more than open her mouth to ask if Martha had seen the same thing a piercing shriek filled the air, deafening both women and everyone in the street put their hands to their ears and panic erupted around them.

"Perfectly safe my arse," Rose growled, before her eyes turned to the skies as she began searching for whatever had made the sound, whatever had cast the odd shadow she'd seen. Her eyes widened and mouth dropped open in shock as Rose found the creature in the sky, and openly stared at what could only be described as a dragon.

"Is that..." Martha gasped beside her, the woman's own eyes wide with disbelief, and Rose just shook her head.

"I have no idea." Rose breathed, "But isn't it beautiful?"

Just then the creature let out another screaming roar, and a stream of liquid fire erupted from it's mouth, laying down a wall of flame on the outskirts of the town before cutting off the blast, and moving to circle over head again. When it let loose a second blast connecting to the first wall of flame, Rose grit her teeth.

"It's sealing off the town," she growled softly, and both she and Martha had to cover their ears again against a third ground shaking roar from the creature.

"We should get back to the Tardis, get the Doctor," Martha said breathless, and Rose nodded her agreement. Both women immediately began running through the town, dodging the terrified people around them, and keeping one eye on the sky for the creature. The sun hanging low in the sky was glinting off dark emerald scales and two glorious wings made the creature almost as wide as it was long. Every toe on each of its four paws were tipped with sharp claws, and Rose could see rows of glistening teeth every time it opened it's jaws to roar or lay down another line of fire across the ground.

"I can't believe we're seeing an honest to god dragon!" Martha half laughed, and Rose couldn't help but grin in response.

"Himself will probably tell us it's not called that," she said, laughing with the medical student, but their amusement was cut off sharply when they reached the town square, only to skid to a sharp stop when they almost ran head first into the creature as it came down to land with several loud flaps of it's heavy leather-like wings, buffeting the crowds with gusts of wind and knocking several people to the ground when it landed with a solid earth-shaking thump. As it settled its weight on the central fountain, the sound of the stonework cracking echoed around the town square and water began gushed between the shattered rock, spilling water across the cobblestones.

It huffed out a wave of hot air, grumbling low in it's throat, and more of the townspeople screamed, children crying, men and women all trying to hide their families from the piercing yellow gaze of the dragon. Rose was going to call it a dragon, she decided as she stared at the glistening green scales before her, because she didn't care what it's actual species designation was, this thing looked like it had crawled out of the pages of a fantasy novel.

Without stopping to remember that she was no longer alone, and without hesitating to think about what the Doctor would do when he found out, Rose stepped towards the dragon. Her hands still full of shopping bags, a distant part of her mind was cooing over the beauty of the creature, while the larger part told her she was offering herself up as a snack.

"What do you want?" she shouted to draw it's attention, and the creature spun on her quickly. It's snake like neck whipped it's huge head round to gaze at the small blonde human who dared to face it, and a similarly snake like forked tongue flicked out of it's mouth, tasting the air. Acrid with fear and panic, this golden one tasted only of awe and excitement and nerves.

"A sacrifice," the creature hissed, and the crying around the town square increased.

"What kind of sacrifice?" Rose called, no longer shouting but keeping her voice firm, loud and clear. She hadn't been roasted alive yet, so she could only hope that whatever the creature wanted, it wasn't an easy meal. The dragon let loose a hissing laugh before roaring up at the sky, it's words reaching every person that had been trapped inside the town by its walls of flame. Rose couldn't stop from wincing, and taking several steps away from the creature at the sheer volume of its ultimatum ringing in her ears.

"My fires shall burn for years, trapping you all inside your homes, unless one human is sacrificed to me!" the dragon roared, and Rose was panting slightly when the creature settled once more, frowning in confusion. Why did it want one person? Or did it mean one person a day? Or a month? Some gut instinct told her that something wasn't right about the creature's demand, but she had no idea what that something was. It only took her a split moment of thought though, and a single glance around the square at the terrified people before Rose took a deep bracing breath and turned to Martha.

"Rose," Martha said, her voice holding a tone of warning and the blonde shot her a grin.

"See, you know me too well already," she whispered, and Martha shook her head.

"What the hell are you thinking?" she growled, even as she accepted the blonde's shopping bags and Rose sighed.

"I don't really know," Rose admitted softly, "Just... something about it..." the dragon was blowing two thin tendrils of flame out of it's nose now, it's scaly features somehow seeming amused by the screams the townsfolk let out every time a spark got too close to a building.

"Look, I'm going to go with it... that'll at least buy the town some time," Rose said, and Martha grabbed at her arm.

"You can't! It breathes fire, Rose! It'll barbecue you and then eat you!" the medical student hissed, and Rose offered her a small smile as one small piece of the puzzle fell into place.

"Then why hasn't it done that already?" she asked, and Martha's jaw dropped and she blinked at Rose, the question shocking her into immobility just long enough for Rose to slip free of the woman's grasp.

"Get the Doctor... and uh... don't take too long, hmm?" Rose asked, her nervous laughter revealing just how unsure she was about her hazardous plan, and Martha made another quick grab for her arm that Rose dodged.

"Alright then, I'll be your sacrifice!" she shouted at the dragon, and it let loose a low rumbling sound that she would almost have called a purr. It eyed her up and down a moment, and despite her confident words, Rose fought not to let her legs shake as the reptilian yellow eye stared back at her unblinkingly, and she swallowed hard against her rising nerves. Despite what she'd said to Martha, there was a good chance the creature would cook her for it's dinner but for the moment it simply grinned at her, lips curling back to reveal row upon row of pristine white, and extremely sharp, teeth and Rose's heart began pounding against her chest in spite of her best efforts.

"Very well. Prepare yourself, little human, for this will be the last time you ever see the sun!," the dragon growled. Rose gasped as its front paw darted towards her, clawed digits wrapping around her body but her instinctive wince was unnecessary. The grasp the creature had on her was oddly gentle in comparison to it's huge size, but Rose didn't have long to wonder about that as mere moments later the dragon had launched itself into the sky, like a cat leaping to the top of a garden fence, only instead of landing they kept rising, up into the sky.

The beat of it's wings were deafening, the gusts of air against her face made it difficult to breath but somehow Rose still heard Martha shout her name.

* * *

"Doctor!"

The doors to the Tardis slammed open, making the Doctor jump and hit his head against the console as Martha's shout echoed around the room, and the Tardis' hum grew worried. Cursing softly in Gallifreyan, the Time Lord pulled himself out from beneath the console, and pouted up at Martha, watching her frantically drop an insane amount of shopping bags as she panted in an attempt to catch her breath, obviously having been running.

"Back so soon? Thought you and Rose... Where is Rose?" he asked, frowning in confusion. The blonde had always been quick to immerse herself in alien cultures, and he imagined that four years working for Torchwood had only enhanced that natural skill, but he couldn't imagine her leaving Martha alone, especially not when the medical student was so new to travelling, and as these thoughts ran through his mind, and he finally caught onto the panic in Martha's eyes, his brown eyes narrowed.

"Umm-"

"She wandered off, didn't she?" he asked with a sigh, and Martha's hands started shaking.

"Kind of, you see-"

"She went wandering off during World War Two as well. Middle of the London Blitz, and she wanders off wearing a shirt with a Union Flag all over it," he grumbled, pulling himself out from the Tardis grating, and dusting his suit off, his movements freezing when the concerned hum of the Tardis grew deafening in his mind, insisting he listen to Martha, and he turned his attention back to the woman. Studying her face he could see fear there, and he stepped towards her, his hands on her arms were gentle even as he frowned.

"Hey, what is it? What's wrong?" he asked her softly, and Martha swallowed hard.

"We'd been shopping, had lunch, we were on our way back when there was this noise and then everyone was screaming and we were running for the Tardis, but it was in the town square and Rose told me to come and get you-"

"Martha," the Doctor interrupted her slowly, forcing himself to keep his voice level and calm as he attempted to make some sense of the womans babbling story, "What happened?" he asked her firmly, and Martha took a steadying breath before seeming to force herself to meet his gaze.

"The town was being held hostage by a dragon, and Rose agreed to go with it in exchange for extinguishing the walls of fire it had breathed around the town." she gasped out, wincing slightly as she finished, as though expecting the Doctor to explode.

He admitted, to himself, that it was a reasonable reaction to expect if you considered his previous reactions to Rose being in danger, but not only had he spent the morning forcing his mind to keep a tighter reign on his reactions, there was a large portion of him that was simply in shock.

Only Rose Tyler could go shopping on a quiet planet and find trouble; and not just any trouble, but something that looked like a dragon, of all things.

"Can't be. Impossible," he announced, shaking his head, releasing Martha with a smile and she shook her head at him in confusion.

"What?"

"Weelll, there's no such thing as dragons," he said, and Martha glared at him.

"What, like there's no such thing as witches?" she asked sarcastically, and the Doctor grinned.

"Exactly!"

"Ok, so whatever it is, it's not called a dragon," Martha conceded, making a mental note to tell Rose she'd been right, "how does that matter when Rose is still being taken somewhere, probably halfway across the planet, by a fire breathing, scaled creature with wings?" she demanded, eyes narrowing, and with that the reality of the situation slammed into the Doctor's mind with the same strength as a fixed point in time.

It was like being hit by a train, no, several trains from three different directions, and he groaned as his hands raised to drag through his hair, "She's been kidnapped by a dragon, bloody hell," he muttered in disbelief, and if Martha hadn't been so worried for the blonde she was only just starting to get to know, she'd have been laughing at the Doctor's incredulous expression. Moments later though, the Time Lord was checking that he had the sonic screwdriver and the psychic paper before was heading for the doors.

"Come on Martha, I need to see those fires you mentioned... There's more than a few species in the galaxy that resemble mythical creatures, several dozen resemble dragons... and what kind of dragon? Different cultures on Earth have different depictions after all..."

With his mind already running ahead in its search for answers, Martha followed beside him. He could feel the panic clawing at the back of his mind and made a concerted effort to ignore it by peppering Martha with questions, and as quickly as she answered him he was shooting the next question at her moments later. Slowly, he drew a more detailed story from the woman and after a few minutes the Doctor changed his mind, and instead of heading for the smoke that had been blazing walls of fire, he had Martha lead the way towards the town square and the last place that Rose had been seen.

As they moved through the streets the Doctor watched the people they passed carefully, letting Martha lead the way. There was, understandably, a significant amount of fear in their eyes, and he spotted emergency services treating people for shock, but considering Martha's description of the sheer size of the creature and the fact that he could still feel the increased ambient temperature from the fires it had started, there were remarkably few injuries. Once or twice he spotted someone with a bleeding wound, or a broken limb, but they were all injuries sustained from their fellow humans in the panic the creature's presence had caused, and the Doctor slowly began to realise just why Rose had volunteered herself.

"Did it attack anyone?" the Doctor asked Martha as they reached the edge of the square, the cracked fountain had by now run itself dry and the surrounding cobblestones were slippery and wet.

"No, just... used fire to trap the town, and then issued it's ultimatum for one sacrifice," she told him, pointing at the shattered fountain, "Landed right there and when Rose asked what it wanted it roared it's demands. I'm surprised you didn't hear it inside the Tardis," she added and the Doctor hummed an agreement, but didn't comment, pulling out his sonic screwdriver and scanning for any identifiable energy.

"I tried to stop her going, but she... she just..."

"It's not your fault, Martha," the Doctor told her gently, shooting her a small smile, "Once Rose Tyler sets her mind to something it's impossible to stop her." His voice was half complaint and half praise and Martha couldn't help but laugh softly, the Doctor's reassurance helping her to focus.

"Rose Tyler? Was that her name?" a short overweight man, with greasy black hair slicked back against his head asked from a short distance away. He moved away from the group of official looking dignitaries and approached Martha and the Doctor, wobbling unsteadily on the slick cobblestones. The Doctor gave the human a quick glance, smart looking suit, shiny shoes, with a large chain hanging around his neck, and that suggested the human was some kind of official. "We'll replace the fountain with a memorial in thanks for her sacrifice!" the man declared, either ignoring or not noticing the Doctor's scrutiny, but at this words the Time Lord's eyes returned to the watery blue ones glittering up at him, and he glared at the short human.

"Giving up on her then? Not going to see if she can be rescued?" he asked, and the man paused, startled, before attempting to stammer out a response.

"Well- that is- while that's a lovely thought, Mr... uh... well, you see, the power of this monster, I'm afraid that it's highly unlikely your wife survived-"

"She's not my wife," the Doctor corrected automatically, his attention already moved on from the man before him and concentrating on taking in, studying, and mentally cataloguing the evidence the creature had left.

"Fiancée, then?"

"Nope, we're just travelling together, friends... and this is my other friend, Martha Jones, she was here as well, and what evidence do you have that Rose is dead?" the Doctor demanded, shoving his hands in his pockets, and turning a fresh frown on the Mayor.

"I-I-I uh, now see here, I'm Mayor here! Mayor Sloane, and I will not be questioned in this manner!" the small man declared, puffing his chest up and the Doctor's glare darkened quickly. Martha's hand on his arm stopped him responding to the irritating human and she cleared her throat and stepped between them, taking the Mayor's attention off the Doctor.

"My apologies for my friend, Mayor Sloane, he's just worried about Rose... uh, but he is right, there's nothing to suggest that Rose is even hurt-"

"What else, do you suppose, a monster such as that would want with her?!" the Mayor demanded angrily, and the Doctor sighed.

"Look at this square," he insisted, and waited a moment for the Mayor to follow his instructions, "What was that fountain made out of, marble?" he asked, continuing when he received a sharp nod of confirmation, "So, to do that kind of damage, this creature is heavy, strong, has teeth and sharp claws judging by the gouges it's left behind... it flies and breaths fire," the Doctor said and the little man was nodding in agreement.

"Exactly, there's no way your friend is alive."

"So, why are any of you alive?" the Doctor asked softly, and the Mayor froze, eyes going wide with uncontrolled fear.

"What? That's kind of what Rose said... When I tried to stop her going she asked me why it hadn't killed anyone yet," Martha explained, ignoring the Mayor for the moment to focus on what the Doctor had been saying.

"Exactly, Rose figured it out, it's why she went with it... Whatever this was it's fully capable of laying waste to this town, so why land in the middle and make yourself a target, only to demand a single person? It makes no sense if your only motivation is to kill... To destroy. There's more going on here, and if there's more than just the urge to kill, then it's possible... no, it's extremely likely that-"

"It could come back!" the Mayor gasped and the Doctor blinked, his own eyes widening in a moment of panic when he realised what he'd done by describing the killing machine the creature was capable of being.

"No! no, no, no, no, no!" he spluttered quickly, "No, I mean yes, but no! It's not going to hurt anyone, it wants something else!" he said quickly, placing a hand on Mayor Sloane's shoulder in an attempt to ground the man and get him to think, but terror had been nipping away at the human's mind for too long and logic wasn't making a dent in the fear that now controlled him.

"We must hunt it down before it can take any more of us!" the Mayor declared, turning his back on the Doctor and Martha and waddling his way back over to the group of dignitaries he'd abandoned previously. The Doctor groaned, but he could already see the message of fear being spread across the town like Chinese whispers, the tales of horror getting worse with every telling, and within minutes there were shouts for craftsmen to produce weapons that might be capable of killing the creature.

"Damn it, why is violence the automatic human response?" the Doctor muttered and Martha sighed.

"S'not everyone's default reaction," Martha muttered, nudging the Doctor's side and nodding towards an alleyway on the far side of the square. A young girl in dirty threadbare clothes was kneeling beside a huge gouge that the dragon had left behind in the cobblestones, and gently stroking her fingers along the edge of the deep channel.

"Curiosity, the saving grace of humanity," the Doctor muttered, but Martha could see the smile growing on his face, and the sparkling glee in his eyes as they watched the young girl, tucking filthy strands of mousy brown hair behind her ears and the Doctor nodded.

"Come one then, Martha, if this lot are gearing up for a fight, let's see if our young friend over there has discovered anything interesting," he suggested, shooting Martha a smile that she couldn't resist returning, and the two of them all but bounced their way across the cobblestones towards the girl.

Halfway there though, the girl froze, and her head snapped up to stare at them just long enough for the Doctor to wave, and shout a friendly "Hello!" before she was on her feet and running, slipping between crowds of people like a wisp of smoke. A soft curse on his lips the Doctor took off after her, and Martha could do nothing but follow, only sparing a moment to bend down beside the scratch the girl had been inspecting, and scooping up the fragment of dragon claw that had been embedded in the ground.

* * *

 **A/N:** _So the Doctor currently knows how Rose got to this universe; Everything from the beginning of this story, up to the part where Kieran shot Rose._


	16. The Greatest Treasure

The slim form of the young girl disappeared easily between the crowds that had gathered to stare at the damage the creature had done to the town square, and the Doctor quickly lost sight of her a few streets away. Spinning around the next corner he was faced with nothing but a wide empty street that showed signs of holding market stalls during the day. The sun was beginning to set now, though, and the shadows from the nearby abandoned and boarded up buildings were stretching out across the cobblestones drawing the Doctor's eyes to flicker over the street, looking for somewhere the girl might have disappeared to.

Martha appeared at his side mere moments later and took a moment to catch her breath before she looked up at him, "Did we lose her?"

"Hmm," the Doctor responded softly, "I think so..."

"Then why aren't you more upset?" she asked, and he shot her a surprised look before rubbing at the back of his neck awkwardly, suddenly very aware that he might not have given Martha a wonderful first impression of himself. With his barriers so weakened his behaviour had been erratic at best since losing Rose. He was lucky she'd stuck around as long as she had, considering.

"Weelll... we might have lost the girl, but I think we might have stumbled across something better," he explained pacing forward a few steps before spinning and shooting Martha a grin as she shook her head in barely concealed amusement. The grin on his body had always been particularly infectious and he put it to good use now, despite the concern bubbling up in his mind over Rose's well being as the sun began to dip behind buildings, drawing inexorably closer to the horizon, the sky darkening and the warmth swiftly leaving the evening air.

"Like what?" Martha prompted impatiently and he let his grin widen further.

"I think we might have stumbled across the greatest source of information a city can have; children," he said softly, and if he hadn't been listening for it, he would have missed the soft gasp to his right. His head whipped to the side and spotted a flash of something through an upstairs window on one of the abandoned buildings, and let his manic grin soften into a smile.

"Come along, Martha, I think we're expected," he said cheerfully, and bounded over to the front door, knocking loudly. The latch gave way under his hand and the door slowly creaked its way open on rusty hinges and he poked his head around the doorway to scan the inside of the crumbling building.

"Hello there! We come in peace!" he called, his eyes sparkling with amusement when Martha smacked him on the arm, muttering softly about 'bloody aliens'.

The house was silent, but he heard a scuffle of movement above them that could have been a small animal, but combined with what he'd already spotted it gave him a good idea where the terrified kids were hiding. Moving up the stairs slowly, and making an effort to step heavily so they knew he was on his way up, the Doctor stopped when he got high enough to peer over the edge of the threadbare carpet laid on the upstairs landing.

Staring back at him from an open doorway was a young boy, all of five years old and the Doctor's hearts broke at the half starved state of him, but he made himself smile brightly. "Hello!" he said, and the child gasped and scrabbled back into the bedroom, fear plastered over his face.

"I think I need to come up with a new greeting if it's going to keep getting reactions like this," he said over his shoulder, catching Martha's eyes, and tilting his head for her to follow him.

They moved to the top of the stairs and made their way over to the room the boy had retreated into, and the Doctor could hear someone whispering, telling the boy off for revealing himself, and he pushed the door open slowly to reveal a large bedroom, containing six or seven children rapidly darting into hiding places.

One dove beneath the bed, another two shut themselves in a wardrobe, but the one he kept his calm gaze on was the brown haired urchin he'd chased through the streets, and she made no attempt to hide, just stood in the centre of the bedroom, shaking hands hidden by crossing her arms as she glared at him harshly.

"What do you want!" the girl snarled at him.

"To talk, just to talk, we're not gonna hurt any of you... this is my friend, Martha-"

"We're not scared of you!" the girl snapped and he shook his head before crouching down to be closer to her height.

"No, course you're not. Can't be easily scared when you're taking care of this lot, right? But I promise, we're no threat to you, we're not even from this planet, just visiting-"

"Well visit somewhere else, we don't want you," the child growled and the Doctor pushed his instant affection for the girl aside. She was strong and brave, and any attempt to treat her kindly wasn't going to endear him to her, so he offered her a soft nod of understanding.

"We can't right now," Martha tried to explain, "The woman who volunteered to go with the scary monster is our friend and-"

"S'not a monster!" someone shouted from the wardrobe, followed by a shushing sound, and the Doctor struggled not to laugh in delight at their innocence, despite the conditions they were surviving in.

"No course it's not, didn't hurt anyone, did it?" the Doctor agreed quickly, shooting Martha a reassuring grin when she flushed at her mistake.

"She was your friend?" the girl asked, drawing the Doctor's eyes away from the wardrobe and back to her, and he offered her a gentle smile as he nodded.

"Yup, and while I know the creature didn't hurt her, I do need to get her back," he explained softly, "and something tells me you know more about it than anyone else I could ask around here." The way she'd been inspecting the scratches, and the children's defence of the creature confirmed his instincts as well and after a long moment of hesitation the girl's shoulders slumped in surrender and she nodded.

"Yeah, alright... come on out, it's not like they didn't see all of you," she called to the rest of the room, and several embarrassed looking faces appeared from around the room.

"Sorry Lorna," a couple of them chorused, and a few of the others followed suit, and in a matter of moments the Doctor and Martha were being stared at by about twelve children of varying ages. All of them were wearing threadbare clothes covered in dirt, their hair and skin clearly unwashed by anything other than the last rainfall, and the Doctor moved from his crouched position to sit cross-legged on the floor, grinning round at them all.

It was only when Martha knelt beside him that the oldest of the small troupe, Lorna, pulled out a small sack and began handing out pieces of fruit, and slices of meat pies that had already had bites taken from them. It was obvious to the Doctor that she'd been scavenging leftovers from the tourists, and probably stealing what she couldn't scavenge, so he waited patiently for the girl to finish feeding the children scattered around the room.

Only when she was done did she move the sit opposite him, her own small portion of food balanced on her knees.

"What do you want to know?" she asked a moment later, before taking a small bite of her meat pie, eating carefully and catching any crumbs that dropped, and once again the Doctor felt his hearts break. She didn't look any older than twelve with her slim frame, but the Doctor had been wrong about human's ages before, Nancy from World War Two sprang immediately to mind, so he set aside his guesses and tried to organise the list of questions he needed answers to.

"Do you know what it is?" the Doctor started, and Lorna shrugged one shoulder.

"Not for sure, I mean... I've heard some of the tourists who've spotted it call it a 'Vovin', but I don't know if they're right... the locals just scream and run usually."

"A Vovin!" the Doctor repeated, eyebrows all but vanishing into his hairline and Martha nudged his arm.

"What's a Vovin, Doctor?" she asked softly, and he shook his head, still seeming surprised.

"They're... well... they used to go to Earth to lay their eggs, but then humans started killing them so they relocated," he told her, "They're exceptionally rare, a fair number of species hunt them for their scales. Extraordinarily tough and often used to make armour. Basically impenetrable once they've been through a curing process, but I've not seen one in hundreds of years!"

"Ok, but what is it?" Martha asked, and the Doctor flushed, running his hand through his hair and clearing his throat awkwardly.

"Oh well... uh, they're... they're basically dragons," he admitted and Martha hid a grin behind her hand as he continued swiftly in an attempt to draw attention away from having to retract his earlier declaration that dragons didn't exist.

"They're not like your myths and legends though, despite all appearances suggesting otherwise, they're usually quite peaceful... The fire breathing was used as a territorial display for other Vovin's, so I'm not sure why this one decided to hold the town hostage," he admitted and Lorna snorted softly and he realised that all of the kids had been hanging off his words, their eyes wide in amazement.

"Probably because they tried killing it," the girl told him and his eyes widened.

"What?! Hunting Vovin was outlawed!" he exclaimed and Lorna shrugged again, but she would no longer meet his eyes.

"Someone died."

The atmosphere in the room changed at her words and the Doctor let his gaze wander across the kids, most of whom had finished their meagre meal, before digging through his coat pockets and pulling out a large first aid kit.

"Martha, you're a doctor, why don't you check these guys over, see if there's any injuries we can help with while we're here," he suggested, shooting her a pleading look and the woman nodded.

"Sure, sounds like a good idea, basic checkups are important," she said quickly, but most of the kids were wrinkling their noses, and the Doctor wondered what their experiences were with medical professionals, but Lorna cleared her throat and told them all to behave for Martha. Only when it was just the Doctor and Lorna left in the bedroom, did the Time Lord turn his large brown eyes back on the girl and sighed softly knowing he was going to have to ask her to tell him something that she clearly found upsetting.

"Who died, Lorna?" he asked softly and she stood slowly, only to sit down again on the bed that had been left in the room whenever the building had been abandoned.

"The first time I saw it, I thought it was a lizard... But it didn't run away like the other lizards, and we played together for weeks. I'd catch mice and feed them to it. Eventually it started talking to me. It would mimic me at first, so I started reading my books to it. I'd catch a mouse or two, feed it, and then lay in the fields reading, while it lay on my stomach. It was my friend," Lorna explained, her voice quiet, and the Doctor let her speak at her own speed, sitting perched on the edge of the bed he was barely able to see the girl in front of him now that the night was creeping in.

"My brother, Jacob, he followed me one day. He was older than me by about four years... I think he was ten, so I must have been six, but I'm not really sure. Anyway, he found us in the field and he was worried about me, right up until it spoke... Then he was just fascinated. He'd come out to the fields with me, helped me catch things for it to eat as it grew... When I got old enough for chores, we'd take it in turns to go and keep it company. When I went to school I made friends, and I introduced them, and so did he and there'd be a group of us who would play out in the fields after school, and it just kept growing until it was big enough that it could glide along the tops of the wheat fields with one of us on it's back..."

As the memories swirled in her eyes, a beautiful smile grew across the girl's features. Joy and happiness radiating from her, but the Doctor already knew that someone died, and so when that happiness evaporated he managed to resist flinching at the darkness that overtook her bright blue gaze.

"It was just a normal day... we were all playing, and Jacob jumped on it. His foot slipped and he scratched his hand on one of it's claws. The cut didn't bleed much, and the Vovin was so upset. It's the only time any of us ever saw it cry and it insisted we go home and get healed... By the next morning Jacob had a fever and and a doctor was called. They said he'd been poisoned, but they couldn't treat it unless they knew what he'd been poisoned with."

Lorna's eyes fell closed then, and two singular tears fell from her eyes and tracked their way down her face. "Jacob wouldn't tell them. When our parents were out of the room, begging the doctor to give them some kind of hope, I told him to tell them, but he refused. He said he wouldn't put the Vovin at risk... I... I told the doctors about the Vovin." she admitted quietly.

"I was eleven, but I understood that they wanted to kill it. I explained that it was our friend, and we could just ask it for anything we needed, a sample of the poison they said... They agreed to let me speak with it, but they followed me, ambushed it and the Vovin flew away to escape them."

"I went back to the field every day for a week, but it never came back, and Jacob died," she finished shortly, swallowing hard against the emotions in her throat, "Jacob knew I told them... I don't know if the Doctor's said, or our parents, or if he just overheard something, but he never forgave me. He died hating me," she admitted, voice cracking and the Doctor could no longer resist her tear stained face and pulled the girl into a gentle hug.

"He might have been disappointed, Lorna, but it sounds like you two were very close... I doubt very much that he hated you," the Doctor told her as she cried, hands fisted in the lapels of his coat. It took a long time for the tears to stop and the Doctor had to wonder if she'd ever told this story in it's completion before. That brought to mind another question. How had she ended up here, on the streets, looking after her fellow homeless children when she'd still had two parents, but he wouldn't put the girl through any more bad memories for the sake of his curiosity.

Eventually she pulled back, and the Doctor offered her a smile when she flushed with embarrassment, turning his thoughts into words to take the attention away from her tears. "Still, that doesn't explain why it demanded one person go with it," he said, frowning into the darkness.

"Why did you say 'it'?" Martha asked the girl from the doorway, holding a small candle and moving over to the bed, the dim light the flame produced was just enough to see by and Lorna shrugged again.

"I don't know if it's a boy or a girl... it didn't know either," she explained, and the Doctor's frowned deepened.

"Is this the only Vovin you've ever seen?" he asked and the girl nodded, "That's not right, there should be an adult around to teach it how to fly, how to hunt-"

"I taught it how to hunt," Lorna cut in and the Doctor pressed his lips together, a picture beginning to build in his mind.

"Any idea how I can find it?" he asked, not expecting the dark glare that overtook the girl's features.

"Why?" she demanded and the Doctor blinked at her, surprised at the venom in her words.

"We don't want to hurt it," Martha explained, and the Doctor drew a surprised breath. Surely that's not what the girl had thought? but as she slowly began to relax at Martha's words he realised that had been exactly what she'd believed, "We just need to find our friend... and I imagine the Doctor wants to talk to it, he does that a lot, you know. Talks," Martha said and Lorna giggled softly, the gentle sound wiping away the pout he'd been shooting at Martha.

"Well... I don't know where it is... but, it used to like caves... there's a few nearby but I know the town guard have been tracking it... every time they get too close it moves on, so there's only a couple of places left the Vovin could be. Soon they'll catch up with it again," she said sadly.

"We'll sort it out, don't you worry," the Doctor reassured her gently. Worst case scenario he could always take the Vovin to another planet, but he hoped it wouldn't come to that.

"Lorna?" came a soft voice from the doorway, and one of the children from earlier was standing there looking anxious.

"What's wrong?" the girl asked, and the boy shifted nervously.

"I know you told us not to follow the creature... but, uh... I did..." the child admitted, and Lorna's face morphed into an expression of concern, fear and worry before settling on resignation. "I mean, s'not like I could keep up with it, but... I could see which direction it went in... it's in the caves to the north right now," the boy explained and Lorna pressed her lips together for a long moment before speaking.

"You shouldn't have done that; you could have been hurt. You could have been followed," she reprimanded softly, before sighing and shaking her head, "but... you've helped these people... thank you for telling me," she admitted gently and the boy smiled shyly. Running at the girl, he launched himself at her so that she was forced to catch him in a hug or let him fall face first across the bed.

"Right then, think you can point us in the right direction in the morning?" the Doctor asked, rubbing his hands together eagerly and Lorna stood from the bed with a look of determination plastered across her features.

"No, once the sun comes up the town guard will be on the hunt. I'll take you now," she said simply, and the Doctor blinked at her in surprise so Martha gave the girl a smile and a one-armed hug, offering a quiet thanks before letting Lorna go and get the rest of her charges settled for the night.

* * *

Rose could admit, to herself at least, that as the dragon flew across sun-drenched fields her fear grew. Every conceivable way in which she could have misjudged the situation ran through her mind but before her concerns could turn into a full blown panic they suddenly seemed to drop out of the sky, plunging towards the ground and an involuntary scream escaped her as the wind whipped at her hair and she clung to the scaled paw still clutched around her gently.

"Be silent, human," the dragon rumbled, a few beats of it's wings slowing their fall into a controlled descent and it took Rose a moment to realise that the strange rumbling sound it was making was laughter, "Death is not coming for you today."

Rose would have found it's words more comforting if they hadn't just landed with a heavy thump at the mouth of a dark and damp looking cave that made her shiver. At a surprising speed for it's size, the dragon swiftly slid through the opening and down several tunnels before emerging into a huge inner cavern that had Rose gasping aloud at the sight.

The space was so large that the edges were obscured in shadow, but there were shafts of light entering the cave from somewhere above them, and shining off thousands of crystals embedded in the rocks. It was only as Rose spun in a circle to get a better look at the rainbows the light through the crystals were creating across the floor that she realised the dragon had placed her back on the ground and was watching her with it's sharp yellow eyes.

Stopping her examination of the cavern, Rose forced herself to meet the dragon's golden gaze, and when the creature did nothing but stare back she drew in a steadying breath before asking the first question sitting in her head, "So, what now?"

Puffing out a thin stream of smoke from it's nostrils, the dragon narrowed its eyes at Rose and lowered its head to stare at her more closely, and Rose swallowed hard and forced herself not to stagger backwards several steps.

"My name's Rose, what's yours?" she tried again, and after another long pause the creature seemed to come to some kind of decision and drew it's huge head back from Rose, lowering itself down onto the floor and folding its wings against its body before answering her questions.

"I don't have a name," the creatures said and Rose blinked in surprise, tipping her head to one side.

"Well... what do I call you?" she tried again to draw the dragon into some kind of dialogue.

"The other humans usually scream 'monster', or some such."

Rose rubbed her hands together nervously, and moistened her lips slightly before very slowly taking a step closer to the dragon, sliding her feet across the cave floor to avoid any rocks or holes in the ground that she might not be able to see.

"Well... are you going to kill me?"

The dragon blinked at her twice, slowly, before it answered in the negative and Rose risked a small smile.

"Hurt me?"

"I don't plan to," the dragon almost growled and Rose nodded in acceptance.

"Then... I don't think Monster is a name that fits you," she continued, and the surprise in the dragons widened eyes was clear, and Rose's smile grew, "Do you have any idea what name you'd like to have?" she asked. It seemed to consider her words, and Rose took the opportunity to look around again. Finding herself standing beside a large boulder she carefully climbed the rock until she could sit on the top of it, putting her at a better height to talk with the creature as it returned it's attention to her.

"No." it answered and it took Rose a moment to remember what she'd asked, and she frowned in thought.

"Well, this might be a bit of a rude question... and I don't mean any insult, but I've never met one of your species before so... are you male or female?" she asked cautiously, and the dragon huffed out another stream of smoke.

"Why?" it asked her and it was Rose's turn to blink in response.

"Uh, well... names can be gender specific, but... I guess we can try out some neutral names..." she offered, and the dragon hummed softly, so Rose took that as an agreement. "How about Ash?" she asked, but nothing in the dragon's features moved for a long moment before the creature shook its head.

"Why?"

"Uh, well... when you burn things they turn to ash, it seemed appropriate," she explained, but the dragon shook its head.

"No."

Uh... ok," Rose continued softly, thinking a moment before throwing out another suggestion, "How about... umm... Verdant? Or... or Viridian?" she asked, and the dragon paused again before asking "Why?" once more.

"Well, they're shades of green. Your scales are green, so I thought-"

"No," the dragon decided firmly, and Rose released her breath in a sigh.

"Ok, maybe we should set a name aside for a moment... If you're not going to kill me or hurt me, what am I doing here?" she asked, frowning and daring to cross her arms but the dragon turned its head away from Rose and moved back from her slightly, sinking into the shadows.

"What is the meaning behind your name?" it responded, and Rose stayed silent for a long moment as she considered the shift in the conversation. Was this a topic change? A form of avoiding her question? She didn't think so, which meant it was an information trade. Biting her lip in thought for a moment Rose let her arms drop, her hands landing back in her lap as she sighed.

"My name... A Rose is a flower from my planet, some types are perfumed, some aren't, they come in loads of different colours, some grow as climbing plants, and others stay as small shrubs, some have thorns and some don't, there's a huge variety, but basically my mum thought it sounded pretty," she told the dragon softly and a soft rumble echoed round the cave in response to her words.

"You are named after a plant that is beautiful, but protects itself by drawing blood from those who would touch it," the dragon mused, moving back into the light reflecting from the crystals once more and Rose let herself think about the creature's assessment of her name before she nodded.

"Yeah, I suppose I am," she agreed.

"I... was lonely," the dragon said a few minutes later, it's voice quiet, and Rose stared at it for a moment, before it's eyes narrowed and she forced herself to speak past the surprise that she'd received any kind of answer to her question at all.

"Aren't there any more of your kind here?" she asked and the dragon growled, making her flinch violently, but it's frustration didn't seem directed at the small blonde sitting on the rock before it so Rose focussed on the words hidden in the snarls. It was like her question had shattered the creature's restraint, and in complete contrast to it's earlier reticence, the dragon was now speaking so quickly that Rose had trouble following its tale in places.

"I don't know!" the dragons growled, "I woke from my egg cold and alone, there's been no others like me. I learnt to eat the lizards that crawled into the caves to escape the heat, and mice from the fields, and I learnt to fly by falling from the rocks. I watched the small humans playing, and learnt speech from them. I was small enough to slink through their towns looking for food and knowledge, but I have never seen another of my kind. I don't even know what I am! But then, one day, I grew too large to hide any more and the small humans found me. They pretended to be kind, but I continued to grow and one of them lead the town guard to me. I was lured into an ambush. They had no wish to speak with me. They attacked me, tried to kill me so I ran and hid. When I returned, even the other small humans who had played with me before ran and screamed... I left the town behind, but they keep hunting. Too many times have I had to move my home..."

It turned it's head so it could fix Rose with a single bright yellow eye and glared at her, "I thought, I'll take one human. Threaten them so they can see my strength and take one human. Explain my situation to it, explain that I mean them no harm unless I'm forced... then let that human go to show that I mean what I say... but you've never seen me, never heard of me, never hunted me... You are not one of the townspeople are you? They are even too cowardly to face me when I threaten their entire clan." the dragon said sadly, lowering it's head to the ground with a sigh that set the floor vibrating with it's force.

"This plan was my last hope," it muttered, jerking slightly when it felt Rose's small hand press against it's neck and the small human knelt beside the dragon and pressed her lips to the creature's cheek.

"What... are you doing?" it asked, confused at the odd feelings the gentle touch brought to it's mind.

"I'm giving you a kiss, offering compassion and kindness, and I'm hoping we can be friends," Rose offered quietly.

"I will very soon be a dead friend, so believe what you wish," the dragon grumbled, and Rose settled on the floor, letting her back rest against the dragon's neck and stretching her legs out before her, feet crossed at the ankle.

"I have a younger brother... and when my mum was pregnant, she wanted me to help pick out a name for him-"

"Back to names, why does it matter?" the dragon grumbled, and Rose smothered a smile.

"Our names identify who we are. They're not just something people say to get our specific attention... for example, I have this friend. He calls himself The Doctor, because he helps people get better, helps them to be better," she explained.

"What about Rose?" the dragon asked, and the human's smile grew.

"Well, Rose is what my mum called me... When I named myself, I gave myself the name Bad Wolf... I wasn't completely myself at the time but... I like to think it's because I'm bad news for my enemies, but I'm loyal to those I consider my friends and family. Much like the wolf," Rose offered softly, "But when I was looking for a name for my brother, I looked at the meanings for lots of names in lots of different books... I don't remember most of them now, but I think there's one that might suit you," she told the dragon she was resting against and fell silent.

It took longer than Rose expected, and for a moment she wondered if the creature had fallen asleep but eventually the dragon sighed another floor vibrating sigh, and shifted its head slightly, "Well, what is it?"

"Einar," Rose whispered, and she felt the scales against her back shiver.

"I... like it. What does that one mean?" the dragon asked quietly.

"It has two meanings... the first is 'alone'," Rose offered, turning her head so she could watch the emotions in the large golden yellow eye beside her, "The other meaning is 'warrior'... and you've fought your way through more adversity than most," she explained and the dragon was quiet for so long that Rose turned away from it again, staring in silence at her hands intertwined with each other in her lap.

"Yes," the creature eventually said softly and Rose jumped in surprise at the sudden sound in the silent cave. She blinked and looked around, seeing how the sun had set while they sat in silence, and the light from the crystals had disappeared, throwing the cave into darkness.

"Yes?"

"Go to sleep, huma-... Rose. Go to sleep," the dragon muttered, but despite it's grumbling, Rose couldn't wipe the grin off her features, even as she crawled underneath Einar's wing and did exactly what the dragon had ordered. As she slipped into dreams, Rose let thoughts of how to help the creature spin through her mind, knowing that the Doctor would jump at the chance to help the isolated dragon, just as soon as he found them.

* * *

"Can we help them?" Martha asked, her voice just above a whisper as she and the Doctor stood by the rotting front door of the abandoned house, watching Lorna move through the rooms and make sure that all the kids had something to keep them warm. The Doctor sighed, his jaw tightening as he carefully prodded at the timelines he could feel inside the house.

"Maybe," he answered a few moments later, "We'll have to be careful, but I'll see what we can do before we leave the planet... right now though, let's stop someone from challenging a dragon, hmm?" he suggested, spotting Lorna heading back over to them, wrapping a jacket around her that was several times too large for her slim frame, falling to her knees.

"Alright, let's go, we'll have to pass through the square but it should be deserted this time of night," she explained, leading them out of the house and through the dark streets. The dark made the town, so lively during the day, seem ominous and Martha shivered in the silence.

None of them spoke to each other, the Doctor and Martha following Lorna in silence as she lead them on a twisting path through the town, and the Doctor nearly ran into the girl when she stopped dead before darting quickly down a narrow alleyway, beckoning them to follow quickly.

"What's wrong?" the Doctor asked as he reached the girl again, but she shook her head and leant around the wall of the alley to peer into the square the Vovin had landed in earlier. The Doctor and Martha followed suit and the Doctor felt himself frown even as Martha let out a soft gasp.

The square was filled with what the Doctor assumed were town guards, but they looked more like hardened military. They were loaded down with weapons, and covered in what appeared to be combat armour of some kind.

Lorna ducked back into the alley and chewed on her bottom lip nervously as the Doctor and Martha followed her into the shadows, "They never hunt at night, something's wrong... I've never seen them gather like this," the girl whispered, and Martha tapped the Doctor's arm with a grimace.

"Mayor Sloane was really spooked," she reminded him and the Doctor cursed softly, running his hands through his hair in frustration.

"Do you know a way around them?" he asked Lorna, and suddenly her eyes gain a spark of mischievousness as she nodded.

"'Course I do, you'll have to keep up though," she warned, and turned back the way they'd just come without any further explanation. Martha glanced at the Doctor nervously, only to see him looking surprised, but a moment later her grinned and held his hand out for Martha, bouncing after the girl the moment she took hold and sticking close to Lorna as she backtracked a few streets.

Lorna stopped next to a jewellery shop and turned to face the Doctor and Martha, her face firm and serious and the Doctor tried not to feel amused at the glare she was shooting at them both, "If you don't keep up we'll be seen and they'll call the guard, alright?"

"Keep up where? Where are we going?" Martha whispered, and Lorna looked at the front of the shop and she offered a small smile.

"We're going up there," she told Martha, pointing at the roof before jumping and grabbing hold of the sign over the storefront and using it to pull herself up the front of the building, fingers grasping window frames as she moved higher, disappearing over the edge of the roof, only to lean over a moment later and hiss a quick order to "hurry up," that had the Doctor grinning and offering Martha a boost to grab at the sign.

By the time they reached the top Lorna was pacing impatiently but she didn't say anything, just turning her back on them and leading them swiftly across the rooftops. They skirted around the edge of the town square, and the Doctor guessed there was nearly fifty men gathered in the square arming themselves and preparing to move out in search of the Vovin, but Lorna wouldn't let him stop, tugging at his arm insistently when he'd slowed down to observe the gathering.

"If we're seen up here, we're done for," she hissed, and managed to keep the Time Lord moving with Martha's help. In spite of the fact that they had to stay low and out of sight, the route across the rooftops was much faster than the twisting streets below them, and Lorna often had them jumping across narrow alleys between buildings that would have forced them to move around and find a different street to traverse had they been on the ground.

After a particularly large jump they heard someone shouting out of a window about wretched street urchin's, but the three kept running and the woman was soon out of range. Lorna let them stop a moment in the dark shadow of another building to catch their breath, but then she was moving again. Eventually the buildings became more spread out, and without upper floors, and Lorna carefully lowered herself from the edge of one roof, letting go to drop the few feet to the ground.

The Doctor jumped down first so he could slow Martha's fall, and the human leant against the wall of the building once her feet were securely against the ground again. Lorna nodded as she glanced around, presumably to get her bearings.

"It's this way," she whispered pointing, "That street there leads directly out into the north fields, and we can head for the caves-"

"You again! I thought I warned you not to come back 'round here!" a rough voice snapped and Lorna yelped as a large hand grasped her upper arm and yanked her round.

The man who was holding her was dressed in the town guard uniform and the Doctor cursed mentally as the man continued to snarl at the girl, and Lorna glared up at him in obstinate silence .

"Hey, she was helping us look for somewhere to stay for the night," Martha said quickly, pushing off from the wall to glare at the man, but he just sneered at her.

"More like taking you somewhere she could rob yah blind, this little thief's been begging for jail time for years now, how long until you're sixteen, girl?" the man snarled, shaking Lorna by the hard grip he still had on her arm but she stayed stubbornly silent.

"Let her go," the Doctor ordered, his voice deadly quiet, the anger bubbled beneath the surface as he witnessed the unnecessary and uncalled for cruelty in the man's guard didn't seem intimidated though, just amused, and he shook his head.

"Ah, I see... Yeah, she's a pretty thing underneath the muck, S'quiet out here, s'good place to fuck the urchin's if you like that sort of-"

The Doctor's lip curled in disgust at the implications, and his hand shot forward quickly, landing a sharp blow against a pressure point in the man's neck and he crumpled to the floor instantly unconscious. It took him a moment to refrain from hurting the unconscious human any more, but he forced himself to take a step back, a light touch on Lorna's shoulder to draw her back with him.

"What did you do?" Martha gasped, "Did you kill him?" she asked, eyes wide and the Doctor frowned at her.

"Of course not, he'll be unconscious for about twenty minutes though. Enough time for us to slip away... Are you alright?" he asked, turning to Lorna and she nodded silently, her hand rubbing at the swiftly forming bruise on her arm.

"That's not the first time, is it?" the Doctor asked, a growl to his voice that drew her blue eyes up to his, and he had to forced his anger back under control when the girl just shook her head.

"Come on, there's not much time. The guards are gathering in the town, and now when he wakes up he'll know where we're heading," Lorna sighed, and turned to lead the way out of the town and into the fields of tall wheat.

"We should try and put some distance between us and the town," the Doctor said softly as the world vanished behind the long stalks surrounding them, and he didn't know how Lorna was continuing to move them in a northerly direction; it was only his innate sense of direction that made him sure that she was. "You two alright to run again?" he asked, and when both women nodded, all three took off.

The night crept by with the three of them alternating between walking and running. Lorna was used to running from the town guards, but she couldn't keep up the speed for sustained periods of time, and Martha wasn't yet used to the extensive running the Doctor's lifestyle demanded so he made sure to keep a close eye on both of them, and slow to a walk when either one of them began to look winded. Hours passed without a sound spoken between them, with the two humans saving their breath for running and the Doctor lost in his thoughts as he turned the situation they'd found themselves in over in his mind but eventually Martha broke the silence.

"What time is it? Feels like we've been running for days," she huffed out when they slowed to a walk again, and the Doctor did a quick check of his time sense before answering her.

"The planet has almost exactly ten hours of darkness every night... We left the town four hours thirty two minutes ago and we've got three hours eleven minutes until the sun starts coming up," he told her and she shook her head with a weary laugh.

"And how long 'till we reach the caves?"

"Running, we've been making good time," Lorna told her, just as breathless as the woman, and looking twice as tired. Half starved the girl simply didn't have the energy stores that Martha did and the Doctor had been growing more and more worried about her the longer they'd been travelling.

"Couldn't we have just taken the Tardis?" Martha asked the Doctor and he shook his head with a grimace.

"No, once we land we're part of events... can't just leave, it's too risky."

"An' you're not just saying that 'cause you didn't think of it?" she asked suspiciously and the Doctor shot her a grin in response.

"Course not," he denied cheerfully.

"We should run again," Lorna cut in and the playfulness between the two dissipated, "The town guard will have been following us..."

"They're loaded down with weapons and heavy equipment," the Doctor reassured lightly, "and as you said, we've made good time. We can stay ahead of them with a brisk walk now, I should think." He watched the weary relief on the girl's face and let himself smile, but it was Martha's relieved mutter of "Thank God!" that drew a laugh from the Time Lord.

It took another hour before they reached the edge of a small ravine and Lorna guided them down weathered paths, pointing out handholds they could grasp to stop their feet slipping, and by the time they reached the bottom, Martha's arms were shaking and the sky was beginning to lighten. Despite his reassurances to the two women that they'd made good time on the town guards, the Doctor was hyper aware of the fact that while they had been climbing down the ravine, they weren't moving forward, and the concern in his mind, that the small army was catching up with them, grew.

"That's the entrance," Lorna said softly, breaking the silence that had fallen over them as she took a few steps towards a large opening in the rock face, partially hidden by a vine like plant and the Doctor moved forward, Martha's hand on his arm stopped him quickly though and he glanced back at Lorna's face, filled with uncertainty and a dash of pain.

He didn't know what might be going through her head right then, from what she'd told him she blamed herself for her brothers death, for betraying the Vovin, but she hadn't known she was being followed and she was just a child so the Doctor offered a comforting smile and held out his hand, fingers wiggling invitingly.

"Well come on then, don't you think it's time you had a bit of a chat with your old friend?"

"What if it hates me, it might hurt your friend if it gets angry," Lorna almost whispered, and the Doctor raised an eyebrow before posing a single, but very important, question to the girl.

"Tell me, Lorna, has the Vovin ever intentionally hurt anyone?"

She was silent a long moment as she thought, but when surprise and relief flooded her features, the Doctor didn't need her to answer the question and wiggled his fingers invitingly again, tipping his head towards the cave entrance.

"Come on," he urged, and Lorna smiled gently, before grabbing hold of his hand in a surprisingly strong grip that more than betrayed the lingering threads of apprehension in her mind.

* * *

The sudden and tightly coiled tension in Einar's body pulled Rose from her light sleep and she placed her hand, cold from the night air, against the dragon's side. Rose could feel a fine tremble running through the powerful muscles hidden beneath the scaled, and a concerned frown creep across her face as she shifted onto her knees beneath Einar's wing.

"What's wrong?" she asked, keeping her voice quiet as she moved cautiously out from beneath the leathery protection that had sheltered her as she slept and out into the open cave once more, her eyes seeking the bright yellow orbs of her new friend even as her ears strained for some sign of what had disturbed Einar.

"Humans are entering the cave; I can hear the echo of their clumsy feet against the rocks," Einar growled, shifting her body now that Rose was away and climbing to her feet. Her clawed paws pressed against the dirt covered stone in a way that, oddly enough, reminded Rose of the Doctor when he bounced on the balls of his feet. Wanting to run. Ready to run, and knowing he couldn't.

"Let me go and talk to them," Rose suggested quickly and Einar turned it's head to look at her, sharp yellow eyes fixing on Rose was a fearful hesitation as the dragon debated it's options.

"Why?" it asked after a long tense moment, but the now familiar question from the dragon drew a grin from Rose that she didn't bother suppressing.

"Your original plan was to have one of the locals act as a spokesman for you, yeah?" Rose reminded gently, "Well, just 'cause I'm not local, doesn't mean I can't still do that... It might even be better having an outsider's perspective."

The small blonde held her breath as her offer seemed to hang in the air between her and Einar's sharp white teeth, but eventually a soft grumble came from the dragon and Rose sighed in relief.

"I'll lift you into the tunnel," Einar finally conceded, moving to pick Rose up but the dragon froze with its clawed paw extended towards Rose and a low growl erupting from it's long throat, a fierce "too late..." making Rose's heart jump from her chest to her throat.

"Hello?"

The Doctor's cheerful greeting was the only warning Rose had before Einar let out a deafening roar, the rocks vibrating and the crystals shattering with the sheer volume and the ringing in her ears reminded Rose that she'd never made it to the Tardis infirmary the night before.

She spun towards the cave entrance, but the drop from the tunnel to the floor of the cave was too high, and Rose couldn't see the Doctor or Martha from where she was standing. It was only when Einar reared back, tensed to attack that Rose was able to force herself to move, scrambling frantically up one of the large boulders in a desperate attempt to place herself between Einar and the Doctor, to make sure the dragon could see her and take notice.

"Einar, Stop!" she shouted over the growls, and Rose suspected that the only reason her rescuers hadn't been roasted yet was because they hadn't advanced any further into the cave and no weapons had been fired. Whatever had made the dragon hesitate long enough for her to draw it's attention though, Rose was grateful. Einar blinked at her a moment, and Rose took advantage of the creature's surprise to throw a quick glance over her shoulder towards the tunnel entrance, the boulder giving her height and a much better vantage point.

Martha looked torn between awe and terror, but the Doctor's eyes were sparkling with excitement as they flickered between herself and Einar. She could see someone else with them too, but a warning growl from Einar when the Doctor made to step forward again refocused Rose's attention.

"These aren't people from the town, they're my friends," Rose explained quickly, spinning back to face the green scaled face lowered now so that their eyes could meet, and Rose felt like Einar was weighing the sincerity of her every word, their tentative and fragile new trust being put to the test. "Do you remember Martha? I gave her my belongings when ~I agreed to come with you," she reminded and slowly Einar began to sink back to the floor of the cave, stretching forward and extending the long serpentine next over Rose to sniff at the intruders.

"I'm the Doctor," Rose heard the Time Lord introduce himself, and Einar's rumbling response made Rose laugh, and rest a relieved hand against the scaled neck above her head.

"Doctor; the one who makes people better... Rose has mentioned you. What do you want?"

"Can we come in?" the Doctor asked politely, even as he expertly dodged the question, and after another long moment of heavy silence Einar withdrew from the tunnel entrance, leaving the visitors to jump down onto the cavern floor under their own steam.

Martha reached Rose first, and wrapped the blonde in a huge tight hug that Rose accepted gratefully.

"What took so long, eh?" she teased Martha as they released each other and Martha pulled a face before punching the blonde on the arm, only to back up quickly when Einar growled at the aggressive action. Noting the creature's protective action, the Doctor forced himself to only give Rose a quick visual check for any obvious injuries, and finding none he turned his warm brown gaze on the Vovin and couldn't resist letting out a soft sound of wonder.

"Oh... You are beautiful!" he breathed, raking his eyes over the creature and taking in the perfectly formed emerald green scales, the strong curved claws and the smooth surface of the leather-like wings, but as he approached the Vovin retreated, growling again and the Doctor came to a stop with a frown on his face that could almost have been a pout of disappointment until Rose moved to his side.

"Doctor... do you know what species Einar is?" Rose asked, but the Doctor noticed that her gentle gaze was fixed intently on her abductor.

"She's a Vovin," he answered quickly, pausing when the creature's head raised in a clear show of interest and focussed the rest of his answer at the yellow eyes studying him intently, "A very beautifully put together adolescent female Vovin," he added and out of the corner of his eye he could see Rose's smile grow, gaining just a hint of triumph around the edges and in the way her shoulders relaxed.

"Einar didn't have a name until last night," Rose explained softly, "and she didn't know what species she was until just now." There was an infinite sadness in the Doctor's eyes when Rose turned to him, but she was still smiling, "Do you think we can help her? Stop the town hunting her and pushing her out of the only home she's ever known?"

Rose knew what his answers to those questions would be, the Doctor quickly realised. They were asked for the sake of the still listening Vovin and the Doctor couldn't stop his grin widening at Rose's unrelenting compassion. Somehow, in the last three months, his memory of just how deep her empathy ran had faded.

"It would be better if she just left, Doctor," Lorna said, speaking up suddenly. Her words were small and quiet but they carried through the cave and Rose jerked in surprise at the unfamiliar voice. The young woman was standing so that her frame was half concealed by Martha, but before Rose could ask who the young woman was, and before the Doctor could respond to the girl's words with more than a disappointed frown the thunderous rumble of Einar's growl erupted once more.

"You! You lead the town to me! Drew me into an ambush!" the Vovin roared, pulling back from the human rapidly and that's when things went from bad to worse. Her face painted with streaks of fear, grief and shock, Lorna took several steps past Martha and towards the Vovin, glaring up at the scaled creature angrily.

"That's not what happened at all!" the girl shouted over the growls, but Einar smashed one of her paws down onto the cave floor, the ground shaking as several small rocks shattered beneath her claws.

"Come no closer!" she roared, and the Doctor's heart skipped a beat when he saw Rose run towards the panic stricken Vovin. Martha stumbled over to his side, fingers grasping the arm of his coat as she struggled against the vibrations thrumming through the cave in an attempt to keep her balance and stay on her feet.

"What's she doing?!" Martha shouted over Einar's roars and Lorna's shouted denials, pointing out Rose's stumbling form as though his own gaze wasn't fixed resolutely on the reckless blonde. He couldn't answer Martha's question. His voice seemed to have abandoned him and if he'd have been able to produce any sound at all it would have been to shout across the cave for Rose. He watched her stagger around large boulders and stumble over smaller pebbles crushed beneath Einar's thrashing form and the Doctor felt his throat close up in fear when she dodged an aimless swipe of the Vovin's tail before finally reaching one of the Vovin's paws and wrapping her arms around the creature's foreleg.

It was like watching someone unplugging a blender, the Doctor thought with no small amount of shock, with a sudden the loss of power and the slow wind-down of the blades. The moment Rose's arms curled around a scaled leg, Einar's roars dropped to low, discontented, growls and she stopped slamming her paws against boulders, no longer showering Lorna, Martha and the Doctor in stone shrapnel. She proceeded to crouch like a cat, low to the ground with her limbs tucked beneath her, and lower her head to hide Rose from view, and with a jolt the Doctor realised that the Vovin was protecting his pink and yellow human from Lorna.

It seemed he wasn't the only one startled by Einar's behaviour though as Lorna had stopped shouting at the creature when the Vovin stopped growling, and was now trying to peer round at Rose, a mixture of surprise and confusion on her face while Einar continued to block the girls view.

"Rose?" the Doctor called softly, and after a moment of silence her voice echoed across the cave to him.

"I'm alright, Doctor..." she offered, her voice carefully neutral and tightly controlled and he felt his fingers curling into tense fists as he moved to stand beside Lorna.

"Why don't you sit down here," he suggested, indicating a rock that hadn't been crushed by the rampaging Vovin, "once Rose has finished calming down our friend over there, we can try clearing the air between the two of you."

"She won't forgive me, Doctor..." Lorna said with a sigh, "she's been hunted for years because of one stupid mistake, how could she forgive me?" Lorna asked, but it was clear she didn't expect an answer when she moved to seat herself against the boulder the Doctor had indicated, and a moment later Martha had joined her, an arm around the girl's shoulders in an attempt to reassure and comfort. Letting loose a large sigh, he ran his hands through his hair and turned back to Einar and Rose.

The human was standing beside the Vovin's muzzle now, stroking a path between it's eyes and down to the tip of it's nose. He could see her lips moving as she whispered quiet words, but while the Doctor couldn't make out anything specific he somehow knew that whatever Rose was telling the Vovin was reassuring, comforting and a calming balm against the creature's instinctive panic. He watched them for a few minutes, his hands sliding into his coat pockets and a small smile creeping over his face as both Einar and Rose relaxed slowly, the blonde leaning against the green scales with a soft grin before eventually turning her honey brown eyes back to him, her grin widening further.

He took the offered invitation and moved closer to the two of them, but kept a respectful distance from the rows of glistening teeth he had caught sight of earlier.

"Feeling better?" he asked gently, and while Rose nodded the Vovin grumbled softly in her throat.

"Somewhat... Rose has explained that you would not allow Lorna to harm me, nor be party to an ambush... so why have you brought her here, Doctor?" Einar asked, and the Doctor could almost see her scales vibrating with carefully held tension, and even as Einar spoke Rose had not stopped the slow soothing stroke of her hands across the green plates on the Vovin's snout.

"Weelll, I was thinking that if you two worked out some kind of reconciliation, then together we might be able to stop the small army of guards that were following us, broker some kind of peace between you and the town..." his voice trailed off as Einar's eyes narrowed at him, but Rose laughed wryly.

"All in a day's work Doctor?" she asked, eyes shining as she grinned at him and he raised an eyebrow at her, fighting back his own grin in response.

"You can talk, miss jeopardy friendly!"

Rose nodded in acceptance of the title, this time, but her expression turned pensive as she let her warm brown eyes settle on Lorna.

"You're talking about peace talks?" she asked and the Doctor nodded, eyes flicking to Einar when the Vovin loosed a rumbling growl.

"Oh come on, you can't keep fighting everyone!" Martha told the creature, standing from beside Lorna and stepping between the girl and the dragon, chin raised.

"I am at a distinct disadvantage," Einar shot back swiftly, "If I fight I will die, but if I do not fight, I will still die... my choices at this point involve letting them kill me or taking as many of them with me when I go," she snarled, her voice quiet and Martha glared at her.

"Or you let us help and you just talk to each other! Starting with Lorna!"

"and how am I to trust their word? I have been betrayed once before!"

"I don't see that you're other options are any better-"

"Impartial negotiators." Rose cut in softly, but her voice halted the argument between Martha and the dragon at her side and she could suddenly feel the weight of everyone's eyes on her.

"What's that mean?" Lorna asked frowning, and Rose let herself take a calming breath before speaking.

"Well... I know Einar's story, and I know what she wants from a potential truce... I'm assuming, Doctor, that you know Lorna's side of the story, and what she wants... so both of us act as negotiators on their behalf."

"How does this help?" Einar asked, nudging Rose's shoulder with her snout, and drawing a grin from the blonde.

"An impartial negotiator doesn't lose or benefit from the outcome of the negotiation, so they have no reason to let the agreement favor one party more than the other. It's the best way to conduct negotiations calmly, without prejudice and to get a fair agreement for all parties involved. Both you and Lorna would have to agree to abide by the terms the Doctor and I come to at the end, but you can refuse certain terms and have us renegotiate until you're both happy," she finished explaining, and Rose was careful to not stare as the Doctor stood blinking at her owlishly.

"I... have no objections to Rose speaking for me," Einar said slowly, her voice quiet but with a tremor that might have been nerves, and the Doctor slowly looked over his shoulder to Lorna, waiting for the girls response even as his mind swirled, wondering just when Rose had been in a position that required her to negotiate for peace.

She was too familiar with the details and too comfortable with the process for this to be her first time outside of academic knowledge, but he forced himself to push those thoughts aside for later as Lorna's face hardened and she nodded.

"All right, I agree... the Doctor can speak for me... with any luck all of us will get out of this mess alive." she finished in a mutter and Martha grinned that both Lorna and Einar had agreed to proxy's. When the Doctor let his eyes return to Rose though her smile was small, and resigned and he felt the hair on the back of his neck standing on end as he realised that it didn't matter that she was Rose and he was the Doctor. It didn't matter if she still loved him, or if she'd moved on.

Right now Rose was speaking for Einar the Vovin, and he could see her eyes grown firm as she resolved to reach the best possible outcome for the person she was representing, and he didn't know whether he should be impressed by her determination or completely terrified.

* * *

 **A/N:** _Ack! Ok... This is a first draft posted immediately after I finished typing it, so there's probably more mistakes in it than usual!_

 _This is just a quick note to let you know I'm still writing this story, it's not been abandoned, but I've had a lot of building work going on in my house over the last month, and as far as I know it's continuing on through October. November and December are always busy for me because of the lead-up to Christmas. I will, of course, still be writing, but it does mean I might not have updates as frequently for you until the New Year. I'll keep you updated on my schedule at each chapter posting though._

 _Ari x_


	17. A Hand To Hold

"You've done this before," the Doctor said quietly, as he and Rose moved a short distance from the others, his tone playfully accusatory and Rose shot him a smile.

"It's a good job too, or I'd be seriously outclassed," she teased, eyes sparkling and he grinned down at her.

"You'll have to tell me that story later... you ok?" he asked, slipping from playful to serious fast enough to give Rose whiplash and she nodded with a sigh.

"Yeah, I'm fine... I mean, Einar flew us here, we argued, I pulled her story from her, we slept, and then she heard your footsteps in the tunnels... She was desperate when she threatened the town, Doctor, she never intended to hurt anyone," Rose explained and slowly told him the Vovin's story, being careful not to miss any details, and equally as careful not to let her memory embellish the facts.

The Doctor listened patiently, and groaned softly, running his hands through his hair in weary frustration as Rose drew the tale to a close.

"It's pretty much what I expected, a series of misunderstandings that spiraled out of control." He gave Rose Lorna's side of the tale and watched the blonde rub at her tired eyes in silence for a moment or two once he finished.

"What a mess... but, really, this could all have been avoided if the town hadn't followed Lorna to ambush Einar... none of this is their fault, which should make it easier to help them both find common ground with one another."

"Let's hope so... the difficult part is going to be getting the rest of the town to listen to reason... I uh, may have made things worse," the Doctor stammered softly, tugging at his ear nervously and Rose crossed her arms as she waited for him to explain.

"How?"

"Uh... In my attempt to illustrate how Einar hadn't meant any harm... I may have gone into detail about the kind of harm she could have inflicted if she'd wanted to..."

"You told scared humans a worst case scenario?" Rose asked, and the Doctor winced despite the laughter he could see in her eyes.

"Yeah, not my best moment..."

"We'll fix it, but one thing at a time, yeah? How're we gonna get these two talking again? They're gonna need to present a united front to the town if we're gonna get anywhere."

Rose watched a small frown grow on the Doctor's face as his mind turned over who knew how many idea's, but after a moment or two the frown cleared, and he started smiling. It was contagious, and Rose grinned up at him when his eyes met hers.

"All right, Rose Tyler, I've got an idea."

* * *

He outlined his idea to Rose, and both of them moved back to Einar, Lorna and Martha to get started. It took time, of which they had precious little, for Rose and the Doctor to walk through Einar and Lorna's stories, to make sense of the opposing perspectives and mesh the two tales together so that both parties understood what had happened and where it had all fallen apart.

There was shouting and tears and blame thrown in both directions, but the two proxy's stayed calm and, ultimately, the Doctor helped Lorna understand that being raised by humans meant that Einar had no idea her claws were poisonous, let alone a deadly poison, and Rose helped Einar to realize that while Lorna was older than her in years, Vovin matured at a much faster rate. Lorna was barely an adult now, she had no way of understanding that she might have been tricked or followed by the town.

Fast on the tail of their forgiveness of each other though, came anger. Both of them had been deprived of someone to blame, and now united in the pain of their losses both Einar and Lorna's fury demanded vengeance and all three travelers found themselves struggling to find reasons for Einar and Lorna to leave the pain behind and focus on something different.

Neither wanted to, both had been betrayed and lost each other through the towns actions, and that same town was now marching on their location with the intention of hurting Einar again. Now that their relationship had been resolved, hurting Einar would hurt Lorna and the girl was determined not to abandon her childhood friend again.

"We're not asking you to abandon each other," Rose tried to explain on a soft sigh, "Just to not retaliate; how would you be better than them if you responded in kind?" she asked, hoping to get them to think, and when Lorna slowly sat on a rock with a soft sigh and slumped shoulders Einar followed her signs of surrender and Rose could hear Martha let loose a small sound of relief.

"Getting you two to talk was the easy part," the Doctor said quietly a moment later, watching the two carefully as they finally began to listen once more, their anger had been hot but burnt out fast and he had to admit to being relieved. There was really no telling how far behind Martha and he the towns guard had been, but they could arrive at any moment.

"You call that easy?" Martha asked beside him, and he tried to smother his amusement even as his eyes sparkled, "Weelll, comparatively... We need to give the town a reason not to shoot first and ask questions later, give them a reason to stop and think," he explained.

"We couldn't do that if you two weren't even talking, so now we can start figuring out what's going to make a large group of scared people with weapons stop and talk."

Lorna's face had gone pale as Rose spoke and she shook her head , "They could be here any minute, there's no time to-"

"They're not here yet, alright?" Martha said, stepping up beside the girl and rubbing a soothing hand across her back, "We've still got time..."

Neither Rose or the Doctor interrupted her attempt to calm the girl, and she felt oddly grateful. She couldn't help them act as proxies for the dragon and the girl, and she couldn't negotiate with a town of scared people, but she could reassure Lorna, and it helped. It made her feel useful, and not just like the Doctor was dragging her along out of a sense of obligation. It washed away the feeling in the back of her mind that, now Rose was back with him, he no longer needed her to travel with him.

Calming down Lorna was something she was able to do that Rose and the Doctor couldn't, and she let that flash of selfish pride draw a warm and reassuring smile to her face as Lorna's shoulders slowly relaxed and the girl released a huffed sigh before nodding.

"Alright," the girl agreed and Einar loosed a quiet rumble in her throat, lowering her head to the ground beside her guests before speaking.

"We'd best get started then," the dragon said softly, and the Doctor grinned, clapping his hands together brightly.

"Molto bene!"

* * *

The quiet thrumming of hundreds of feet pounding against the ground drew Einar's attention from the discussions happening between herself and the four humanoids sitting by her paws. Her head raised slowly and an anxious rumble escaped her throat while her gaze fixed on the roof of the cave as though she could see the earth above them.

"They are here," she told them quietly, lowering her eyes in time to see Rose tug at her yellow strands in apparent frustration.

"We're out of time," the girl muttered, leaning against Einar's leg in a dual attempt at giving and receiving comfort, and the warm glow of affection that Einar suddenly felt took the young Vovin by surprise.

"We had more time than we though we would," the dark skinned one, Martha, responded gently. Einar saw her rubbing a hand against Lorna's back, and watched with rapt curiosity as the fear faded from her childhood friends face, to be replaced with a quiet kind of determination that encouraged her to lower her head and gently nuzzle at the girl until she laughed softly.

It had taken then all a good deal of time to get both sides of their stories out in the open. Rose had, as promised, told what had happened to Einar as faithfully as if it had been her own tale and the Vovin had stayed crouched beside the young woman, intently watching the face of her old friend. Old enough, now, to understand her naivety Lorna's expression had cycled through a myriad of emotions and a small part of Einar had felt vindicated that the girl knew what she'd been through, but then it had been to Doctor's turn to speak for Lorna.

Einar's feeling of satisfaction had quickly dissipated, as the Doctor spoke gently of Lorna's brothers poisoning and subsequent death, the feeling was swiftly replaced by guilt and anguish. She hadn't even known she was crying until Lorna was wrapped around her muzzle, hugging her gently. Mutual understanding had paved the way for mutual forgiveness, and the Doctor had, after some prompting from Rose, laid out his plans for when the town guard caught up with them.

"It's taken them over two hours to catch up with us," Martha's voice pulled Einar from her thoughts, "I thought they'd be right behind us, honestly. snapping at our heels..."

"That might not be a good thing, though," Lorna said gently, and Einar could see the tension in her frame and the warning in her words was clear, but Martha seemed confused.

"What do you mean? It gave us more time for you and Einar to figure thing out, yeah?"

"Yes, it did, and that is a good thing," Einar rumbled softly, gently disentangling her head from Lorna's hands after one more affectionate nuzzle.

"Then what's so bad about the extra time?" Martha pressed and the Doctor rubbed a hand over his face wearily.

"Because they probably went back for more people, and more people means more weapons," he explained, his voice dark with frustration and in the long moment of silence that followed his words, Einar spotted Rose gently tangle her fingers with his. Slowly the tension eased from the mans shoulders, and he glanced down at Rose to offer her a small smile, even as his fingers tightened around her hand.

"No point staying down here and worrying about it," Rose said a moment later, letting her eyes flicker across everyone's faces when the silence between the group stretched, "If we don't go up, they'll come down and I'd rather this happened on our terms," she added, returning her gaze to the Doctor who, Einar noticed, hadn't let his gaze waver from her since she took his hand. She saw Martha and Lorna nod their agreement to the blonde's words, but it was the expression trapped in the Doctor's eyes as his continued to gaze down at Rose that intrigued the young Vovin.

It was an odd blend of pain and pride, affection and fear, all stained with just a touch of longing and each thought that summoned those emotions in turn lasted no more than a moment before he plastered a bright grin across his features and proceeded to bounce on the balls of his feet like some kind of excited juvenile animal.

"Right then, no time to waste, Allons-y!"

"I still think that you are both being too optimistic about this," Einar allowed herself to grumble a few minutes later when they had moved across the cave, so that she could gently lift the humanoids from the floor to the mouth of the tunnels, several feet above their heads.

"Hope for the best and prepare for the worst," Rose told her gently as she stepped off Einar's paw and into the tunnel hovering before her, accepting the Doctor's outstretched hand for balance, and completely missing the Doctor's smile as he turned to offer Martha and Lorna the same assistance.

"Now, remember what we discussed," the Doctor said to Einar and Lorna once the humans were standing in the tunnel, and Einar could rest her head against the well worn floor, "You and Lorna stay down here for now, one of us will come and get you once we've got the town to agree to stop and discuss an alternative to killing, right?"

Einar rumbled her agreement, and Lorna nodded, before finding a ledge to sit on as they watched the three strangers walk into the darkness.

"Do you believe they can stop the town?" Einar asked her oldest friend quietly once she was sure the three humanoids had walked far enough that she would not be heard, and Lorna met her eyes unwaveringly for a long moment before shrugging.

"I don't know... but... I think they're our best chance," the girl admitted in a soft whisper before turning to stare into the blackness the three strangers had disappeared into.

* * *

What had been a slow and cautious exploration for Martha and the Doctor on their way into the cave system, became a sure footed and steady ascent through winding tunnels led by the Time Lord's eidetic memory.

"Stop them attacking, make them listen, reach an agreement and we all go home," Martha muttered to herself a couple of time and Rose linked her arm through the other woman's after the fourth repetition .

"It'll be fine," Rose offered and Martha shot her an incredulous look.

"You don't think it's a bit simple? What if something goes wrong?" Martha asked, "We don't even have a contingency," she continued, becoming even more confused as Rose' grin widened.

"Of course something will go wrong, something always goes wrong, but that's why the plan is simple. It's much easier to adapt if it's less a plan and more a series of loosely connected bullet points" she explained, calm in the face of Martha's nerves, but the Doctor's voice interrupted her with a whine.

"Roooose! You're turning the non-plan into a plan!" he complained, shooting the two women a pout over his shoulder and drawing laughter from them both. The tension that had been building shattered with their amusement and he sighed softly in relief before returning his attention to the path out of the caves.

It took them all a moment to realise that the darkness had receded enough for them to be able to see the Doctor's pout, and another moment to glance around and see that they were now close enough to the surface that shards of light were breaking through cracks in the stone, barely illuminating their surroundings. Despite that, the dim glow was the reassuring prelude to the cave entrance appearing around the next bend.

"You know we're going out blind, right?" Martha asked, and the three came to a brief halt at her words, the Doctor's hands sliding into his coat pockets and his shoulders tensing.

"We know there's a force of scared humans out there that we have to talk down, I wouldn't call that completely blind," he said, his voice torn between reassuring and defensive, but the look of incredulous surprise on his companions face stopped him from continuing.

"No, Doctor," Martha said slowly, "I mean, we're going to be blind..." When he stared at her blankly for a moment she elaborated, "Dark cave, bright sunshine? It's going to take a least a moment or two for our eyes to adjust-"

"Oh! Right!" the Doctor interrupted, cutting Martha off as the pieces fell into place and the woman rolled her eyes as he frowned.

"Humans; How do you manage to survive in so many environments when, really, when you think about it, your biology isn't particularly adaptive to a wide variety of external conditions-"

"A debate for another time, Doctor," Rose cut in gently, amusement colouring her voice, "but Martha's right. You might be fine, Mr Superior Biology, but we're going to be effectively blind for at least a moment or two, but more likely a good couple of minutes."

"Maybe I should go out alone," the Doctor muttered, his hands now running through his hair and fluttering around in agitation. Rose could see his thoughts spinning behind his eyes, a thousand scenarios playing out in moment and let her own hand slip into his, stilling it's motion and snapping his eyes to hers with an intensity that made her breath catch.

"We'll go out together," she forced the words past the lump in her throat that his firm gaze had caused, keeping her tone purposefully gentle before grinning widely. "What was it you told the Sycorax, after all? From the day we arrived on the planet, blinking stepped into the sun-"

The Doctor huffed a soft sound of amusement and turned his gaze away with a grin, but not before spotting Martha's frown of confusion.

"Isn't that that Lion King?" Her innocent question turned the Doctor's amusement into full blown laughter as Rose nodded with a wide grin. Martha glanced between them before rolling her eyes but where, before, she knew she would have felt resentment at the joke the Doctor was leaving her out of, she was relieved to realise that all she felt was exasperation and curiosity.

"Yeah, alright, just make sure we're not arrested while we're stumbling around like newborn kittens, 'cause being chucked in a jail cell won't get you out of telling _that_ story later," she warned as the Doctor's laughter eased to the occasional giggle.

"Fair enough, Martha Jones," he conceded before spinning back to the now oddly ominous cave entrance. It's alluring light now less reassuring and more menacing as it threatened to strip the two women of one of their most heavily relied upon senses. Before he could move though, the Doctor felt something take a tight grip on the back of his coat, drawing a soft sound of surprise and raised eyebrows as, once again, he glanced back at the two women.

Rose had grabbed hold of Martha's hand in one of her own, and her other hand held a good sized section of his coat.

"Rose?"

"Keeps us all together," she answered simply, "You'll be the only one who can see; Besides, this means no wandering off, right?" she asked and the Doctor swallowed as he eyed the woman's joined hands, his own feeling suddenly and sharply empty. He knew she'd left his hands free so that he could use them, either for placating gestures or to dive into his pockets or to flip open the sonic screwdriver or psychic paper, but he wanted the weight of her hand back in his own regardless, and it took a surprising strength of will to nod his agreement, and turn away from the blonde at his back.

Stepping out of the cave system was almost, the Doctor mused, like stepping out of the Tardis; Cool quiet turning into the loud hum of life. The undeniable prescence of other living beings, in this case, humans, washing over the trio and overwhelming his companions hearing for a moment in the same way the sunlight was overwhelming their sight.

Too much after too long with too little.

He could feel the way Rose and Martha stumbled on the uneven ground and he carefully began to lead all of them through the smoothest path, heading towards a small encampment that had been set up at the mouth of the ravine. The three of them were almost at the halfway point between the encampment and Einar's cave entrance when the lookouts seemed to spot their approach, a series of shouts echoing through the canyon. The camp suddenly seemed to be swarming with people wearing the same uniform the Doctor and Martha had seen the town guards wearing, and just as Rose and Martha's stumbling steps were beginning to even out into more of a cautious but steady stagger, a small troop of ten armed men ran the distance between the camp and the trio, shouting orders for them to come to a halt.

With their guns raised, and the low whine in the air all but shouting the knowledge that the weapons pointing at the Doctor and his companions were quickly powering up, the Doctor had little choice but to come to a sudden sharp stop.

"Woah! Don't shoot, don't shoot!" the Doctor called his voice calm, despite the building tension in his shoulders that he was certain Rose would be able to sense with her fist still clenched around a handful of his coat.

His hands raised carefully, palms open and relaxed as he called for the guards to hold fire, and he almost sighed in relief at the confused glances the men were shooting each other.

"Who's in charge here?" he asked quickly, monopolizing on their confusion and hoping that one of them would answer him before anyone decided that shooting them was the easier route to take.

The heartbeat of silence seemed to last forever, but then a young man, barely out of his teens lowered his weapon slightly and called back an answer of a shaky voice.

"The Mayor, Sir!"

"Wonderful!" the Doctor announced, cheerfully offering the young man a bright grin, "Mayor who, exactly?"

"Mayor Sloane, and this is Guardsman Aldric," came another voice, and the Doctor turned his chocolate brown eyes on two men approaching, only to find his features darkening quickly when he recognized both of them. The one who had spoken, Mayor Sloane, was the same man he and Martha had encountered by the fountain that Einar had cracked. The one who had been so certain Rose had been killed, but it was the man beside him that made the Doctor's blood begin to boil.

Guardsman Aldric was the same guard who had assaulted Lorna when she had been leading him and Martha from the city. The same guard who he had knocked out to allow them time to get ahead of the hunting party that had been assembling in the town square, and if the malicious sneer on his face was anything to go by, Guardsman Aldric hadn't forgotten those actions.

"This man is under arrest!" Aldric shouted before the Doctor had a chance to respond to the mayor's words, "take him into custody and if he resists, shoot him."

"What?!" the Doctor squeaked, eyes widening as the situation rapidly began to spiral out of his control, "This is ridiculous! Put the guns down, we're no threat to you-"

"You attacked a guardsman and interfered with his duties as a law enforcer-"

"You were attacking a young woman, it was self defense!" the Doctor growled angrily, hands lowering as he took a step towards the man, his eyes narrowing when the weapon wielding officers shifted slightly, as though unsure where they should be aiming.

"Now see here," Mayor Sloane interrupted suddenly, his voice as oily as his hair, and his hands wringing together nervously, "Guardsman Aldric has a highly respected history of protecting our town since it was little more than an outpost. Your word against his isn't going to hold much weight, but I digress... regardless of who was right in the incident you have cited, when it comes to the case of this monster, you, sir, should not have been interfering with an official investigation! You could have been killed, or worse eaten like your poor friend... Rose, wasn't it?"

"Eaten?" Rose muttered from behind him, and he felt her chin rest on his shoulder as she tried to peer around him at the crowd, while protecting her still sensitive eyes from the bright sunlight.

"While you lot had given up hope of finding her at all, my friend was alive and well. I'd say it's a good job I didn't take the first transport off planet, all things considered," the Doctor said, his voice dangerously soft and the Mayor's jaw bounced off the ravine floor, while Aldric's whole frame tensed, his eyes flashing furiously.

"What... but... How did you survive the beast?!" Mayor Sloane demanded, his eyes staring at Rose in shock and the Doctor knew without even looking at her that she was frowning.

"What beast?" she asked, her voice the picture of innocence and he could hear Martha smothering a laugh, "Einar just wanted a friend, someone to talk to..."

"Do you think we can put the guns away now, thanks?" the Doctor asked, tucking his hands into the pockets of his coat and rocking back on his heels as slowly all ten weapons got aimed at the ground instead of at himself and his companions.

"I don't understand," the Mayor whined, a frown marring his features and his small eyes staring around wildly.

"This whole thing is a huge misunderstanding... your guardsmen have been hunting Einar, so she thought the only way of making you listen to her was to kidnap someone she could explain her situation too," Rose offered, releasing the Doctor's coat to shield her eyes with her hand.

"Nonsense" Aldric snapped, before turning his attention to Sloane, "I've dealt with Vovin's before, sir, and they are vicious, violent creatures who love nothing more than death and human flesh lining their unending stomachs-"

"Then how come I'm still alive?" Rose demanded, her tone icy cold as she interrupted Aldric's description, but the Doctor's eyes were narrowed in thought.

"Vovin's, plural?" Martha asked, her own eyes slowly adjusting to the bright sunlight, "you must be something of an expert, then?" she asked, and Aldric's chest puffed out with pride at her words, even as the Doctor tried not to grin at the trap Martha had laid out for the man.

"Sure am, killed more than a couple, there was even one stalking this area when the colony first set down."

"I heard Vovin's are quite rare, you must have some pretty unusual luck to run into more than one in a lifetime, right?" Martha probed again, her voice holding a note of anger that couldn't quite be concealed.

Aldric frozen suddenly as though feeling the jaws of the trap surrounding him and his eyes snapped from Martha to the Doctor when the Time Lord took a single step towards the man.

"Unless you actively hunted them of course... Even if I can't prove that, killing a Vovin is outlawed by the Shadow Proclamation under section 8-6B of the Protected Sentient Species Act," the Doctor growled, eyes glittering dangerously, "and you just admitted to killing at least three of them."

"Aldric, what is he talking about?" Mayor Sloane asked, suddenly sensing the tipping point that he seemed to be standing on and beginning to backtrack quickly in an attempt to save himself.

"Nothing relevant," the guard snapped, "Just throwing around useless threats, the Shadow Proclamation don't give a shit about some outer-planet with no profitable resources!"

"... but it _is_ illegal to kill them?" the Mayor confirmed what Aldric had refused to deny, his voice holding a rising note of panic, "You never said it was-"

"You didn't ask and you didn't care, you just wanted me to take care of the problem," Aldric growled, his eyes flicking away from the Doctor to stare down the Mayor, "If he gets the Proclamation involved you're as guilty as I am."

"You just said they wouldn't care!" Sloane shouted, hands in fists before his tenuous control snapped and he began screaming for Aldric's arrest.

The Doctor stepped back and away from Aldric as several other guardsmen moved to restrain and cuff the struggling man, and once he was on his knees in the dirt and dust, hands bound behind his back, the Doctor turned to Rose and Martha, checking that both his companions eyesight had readjusted to the daylight.

"There's still the problem of the monster... the Vovin," Mayor Sloane said a few moments later, and Martha crossed her arms over her chest, glaring at the Mayor.

"Einar's not a monster, and we told you... she just wants to talk, all of this was a misunderstanding."

"Are you willing to listen to her, without shooting on sight?" the Doctor asked, eyebrows raised, "I think we can get rid of the guns, now, don't you?"

The Mayor swallowed hard, visibly nervous, but it didn't take long for him to back down from the Doctor's hard stare, nodding his agreement and ordering the guards back several feet, the armed men dragging a still complaining Aldric with them.

"Rose-"

"I'm on it," the blonde said with a grin, cutting off the Doctor's request by running back towards the cave entrance. She was prepared to shout into the caves for Einar and Lorna, knowing the echoes would travel down to the two friends, but she found the pair waiting just inside the cave entrance a few feet out of sight but well within range to hear what had been happening.

"You ready?" Rose asked, her grin widening and golden eyes sparkling with barely contained excitement when the pair shared a glance with one another before nodding and stepping out into the ravine. There was a wave of murmurs that echoed out from the encampment, and Mayor Sloane was wringing his hands together in anxiety once more, but Lorna and Einar followed Rose back to where the Doctor and Martha stood waiting.

"Mayor Sloane," Lorna greeted, her voice firm despite the fine tremble Rose could see in the girls shoulders, "I'd like you to meet my friend, Einar."

"A... a pleasure, I'm sure..." the greasy politician stuttered, eyes wide as they gazed up at the Vovin before him and Rose resisted commenting on his cowardice. It was crucial that Lorna and Einar were allowed to speak for themselves now if they were to be taken seriously.

"I was falsely accused of murdering Lorna's brother and have been hunted ever since," Einar continued, her deep rumbling voice carrying throughout the ravine easily, "I wish to rectify that accusation and negotiate territory for myself. In return I offer your town my protection from... I believe the Doctor called them raiders and technology scavengers?" the Vovin mused, her eyes shifting to the Time Lord briefly, receiving a nod from the alien before turning her attention back to Sloane.

"Ah... that case was, easily, twenty years ago... how are you planning on proving your innocence?" Sloane asked, "the medics at the time confirmed the boy died of Vovin venom... Lorna, you yourself told the medics that it was a Vovin who scratched your brother-"

"It was eighteen years, Mayor Sloane," Lorna interrupted, softly, "and Einar has a strong case for diminished responsibility... she didn't know that her talons were venomous."

There was a look of disbelief on the mans face, but before he could open his mouth and send the negotiations to hell, the Doctor stepped forward once more.

"Aldric said there was a Vovin in this area when the town first settled, right?" he asked, eyebrows raised and Sloane's disbelief shifted rapidly into a suspicious frown before he nodded, confirming the Doctor's words.

"Yes, just over thirty years ago we settled here and were often subject to the Vovin's attacks... Aldric said he knew how to drive the beast away, and quickly proceeded to kill it after we hired him. None of the council mourned the creature, it had been devastating our crops, our buildings, our people-"

"Well you had moved into her territory, you can't blame her," the Doctor defended, shoulders tight with controlled anger, "but regardless, she ended up murdered... and her egg lay in a cave somewhere, abandoned... until-"

"Oh! I know this! The Solar flare, right?" Martha suddenly gasped, and the Doctor shot her a sad smile over his shoulder.

"Right you are, Martha Jones... Solar flare, thirty years ago, must have heated up the Vovin egg and hatched out Einar here, but she had no mother to teach her anything about herself..."

"She didn't even know she was a Vovin," Lorna continued, her voice still soft but firmer now, angrier, "She found me and I taught her to read and write and how to play and how to fly... but I was only a child myself... I knew nothing of Vovin's and neither of us knew what her claws could do... If you require someone to prosecute, the Guardsman Aldric is as guilty for my brothers death as Einar... but ultimately, it wasn't murder. It was an accident... and we could have gotten an antidote if my parents hadn't sent the guards after me that night..."

There was a long moment of silence before Rose broke the tension with a soft cough, "There was a lot of blame to go around, but the bottom line is that Einar didn't murder Lorna's brother, and doesn't deserve to be hunted for a crime she didn't commit... everything since then she has been driven to do in response to your actions against her... It would be better for everyone if you could come to some sort of agreement between you..."

"You can't be buying this bullshit, Sloane!" Aldric's shouted from his position, kneeling in the dirt several feet behind the Mayor, but he only received the butt of a gun against his ribs from another guard in response.

Sloane seemed to be studying Lorna and Einar intently, and gradually his posture shifted out of anxiety and he stopped wringing his hands as his eyes gained a dangerous glint that the Doctor didn't like at all.

"It seems to me you wouldn't be negotiating unless you were desperate, I have a small army behind me with weapons at the ready," Sloane finally said, his voice soft enough that his men couldn't hear but Einar, Lorna and the three time travelers could.

"Desperation has nothing to do with this, we just don't want any more deaths-"

"I have a counter offer," he interrupted the Doctor, turning eyes on Lorna with the slimy smile that had made the Doctor's skin crawl that morning, "I'll agree to give your pet land in exchange for it's protection, if you agree to marry me and produce an heir-"

"What?!" Lorna snapped out, her eyes widening as she took a step away from the Mayor, her back pressing against Einar's leg.

"You've got to be twice her age," Martha said, barely bothering to hide her disgust, and Rose and the Doctor had similar expressions on their features, but Sloane was focused on Lorna.

"Don't think I didn't recognize you. Your parents were well respected members of the council until that fire, and your family name will carry enough weight to get me elected back into office for the foreseeable future," Sloane attempted to explain, but even as he moved to take a step towards the shocked young woman, the ravine seemed to explode into action.

With everyone focused on Mayor Sloane's counter offer, no one noticed Aldric slip his restrains and relieve one of his guards of a weapon until a pulse charge shot towards Lorna just as Sloane moved towards her, stepping into it's path and taking the full blast to the center of his spine.

The politician collapsed with a shout of agony and Lorna screamed. There were already men trying to bring Aldric down from the camp, but he kept moving forward shooting fresh blasts at the Vovin and her friend and for Rose the world seemed to snap into half time. She watching Aldric charge the weapon ready for his next shot and followed his firing line. Einar was the bigger target, but something in the malicious and manic grin on his face told her he wasn't aiming at the Vovin. Maybe he knew he woulnd't have the time or the fire power to kill her, but killing Lorna would hurt the dragon more than a pulse rifle blast.

As his finger wrapped around the trigger she saw the Doctor grab Martha and reach for her, to pull them both to the ground she suspected, but Lorna had frozen. Eyes locked on the dead Mayor at her feet she hadn't seen Aldric's focus and instinct had caused Einar's wings to lift the vovin into the air and away from the fight.

Slipping from the Doctor's grasp as he pushed Martha to the ground, and ignoring the flash of fear she could see on his features, Rose dove for the young woman, almost flying through the air as Aldric's finger squeezed around the gun, and knocking into Lorna she sent both of them sprawling across the ravine, rocks scraping against the two girls but the rifle shot passed over them from their spot on the ground, Lorna gasping in shock as Einar's roar arced across the sky, making everyone freeze for a moment, including Aldric.

It was the last mistake he'd ever make, as he turned his eyes on skyward just in time to see Einar dive for him like a hawk on a mouse. She crashed into the man, sending him to the ground with a growl and an audible snap that seemed to echo around the ravine. The guards were slowly raising their weapons again and the tension rose swiftly when Einar turned a snarl on the armed men.

Lorna didn't even spare a moment to thank Rose when she heard Einar growl, springing to her feet and running to the Vovin's side. Her hand on the creature's flank made Einar relax and panting breathlessly, Lorna waved a loose hand at the guardsmen.

"Lower your weapons, she was defending you as much as me," she ordered, her voice firm and brooking no arguments. Despite her ragged clothing, filthy hair and bare feet the street urchin began issuing orders as though she'd been born to it, and within moments she had the guardsmen removing the bodies of Mayor Sloane and Aldric. The Murdered and the murderer.

Rose had stayed on the ground where she'd fallen, stones digging into her back as she forced herself to calm her breathing, adrenaline still rushing through her blood at the near catastrophe. It was only when the worried faces of Martha and the Doctor appeared over her that she tried to move, sitting up slowly and accepting both of the hands offered to help her to her feet.

"Are you alright? Did-"

"I'm fine, Doctor, no harm done," Rose reassured gently and accepting the anticipated hug he pulled her into. "I have to ask though, what the hell just happened?" she asked him when he finally released her, indicating Lorna now moving towards the main encampment, flanked by a team of guards and followed by Einar.

"Oh good, I'm not the only one who''s confused," Martha added, and the Doctor started grinning.

"I think Lorna just got elected as Mayor," he admitted with a bounce and as his companions stared at him in surprise he laughed softly, pulling both women into a relieved hug.

"Come on, maybe we can get a ride back into town."

* * *

Lorna had been able to speak to the three travelers for just long enough to ask them not to leave until she could spare them more than a few minutes, which was how they found themselves spending the night on Scobee in one of it's hotels and being escorted across town the following morning by several of the guardsmen from the previous day.

"Are we prisoners?" Martha asked, eyeing the weapons on the guards belts, but Rose shook her head.

"Doesn't feel like it," she admitted and Martha raised an eyebrow at the blonde who just grinned, "they're being too polite for that."

"The Mayor wanted to speak with you," the guard at the front said, overhearing the two women's whispering, and the Doctor took advantage of the mans apparent willingness to speak.

"New Mayor, I take it? That's a quick replacement wasn't it?" he asked, but the man just grunted.

"Emergency council vote last night. The Valance's were well respected so the missing Valance heir turning up pretty much made her a shoe in for the position." the guard offered, the group coming to a stop outside what looked like a large but simple house.

The guards handed the group over to the household staff, and the three travelers were lead into a large office. A woman was sitting behind the desk writing rapidly, and didn't look up until their guide cleared his throat gently.

"Mayor Valance, the... tourists... you requested," he announced formally and the woman smiled, brushing a tendril of brown hair out of her sparkling eyes, everything in her face rang of badly concealed amusement as she nodded.

"Thank you, you can leave us now."

"Lorna?!" Martha gasped as their guide turned to exit the room, leaving them alone with the woman and Rose's eyes widened in surprise as Martha's exclamation connected the dots for her.

In clean and undamaged clothes, her hair washed and pinned back, Lorna no longer looked like the skinny street urchin, barely of age. With a mischievous smile, and a well tailored waistcoat over a white blouse, her stance and figure suggested she was closer to her mid twenties than mid teens. Despite the hardships she'd endured, Rose thought, there was a youthfulness to her face that, combined with her willowy frame, had allowed her to easily pass as a child.

"Congratulations on your new title," the Doctor said, beaming at her as he approached the desk and Lorna stood to greet him with a hug, flushing at his words.

"This wasn't what I planned... it just kind of happened..."

"Why don't you start at the beginning?" Rose asked, moving to sit in one of the chairs that had obviously been set out for them, "Or at least from where we got back to town, yeah?"

Lorna let out a tired sigh and gestured for the Doctor and Martha to join Rose sitting down, pouring a native hot drink and handing it out to them with a small frown on her face. The three companions let her sort her thoughts in silence and once she took her own seat she sighed once more before before starting to explain.

"Honestly, it was Sloane who gave me the idea... my parents were very well respected, but they died in a fire. I suspected it had been set deliberatly, but I coulnd't prove it-"

"So you disappeared into the streets?" the Doctor asked and Lorna offered a soft smile before nodding her agreement.

"Essentially, yes. When he said that my family name still carried some weight, I thought that it might be time to come out of hiding and try to find out who was behind it all, but then Aldric shot Sloane and everything happened very quickly after that... I didn't intend to end up sitting here, I just needed the guards to listen to me, and not shoot at Einar, so I told them who I was..."

"Lorna Valance; I believe the guardsman who escorted us over here referred to you as the missing heir?" Rose asked and Lorna grimace.

"Yeah, that's becoming a thing... The guards brought me here, and called an emergency council meeting. The rest of the council voted me in unanimously after Einar, I and some of the guards relayed what happened at the ravine."

"Unanimously?" the Doctor asked and Lorna nodded.

"I was suspicous too. I'm sure someone set that fire, but everyone seemed to want me here so I did some digging last night-"

"Have you slept at all?" Martha asked, and Lorna laughed gently, shaking her head.

"No, but I will soon. I promise." she reassured, before continuing, her smile still on her soft features, "It was Sloane who set the fire. He kept a journal in the desk... Doesn't explain everything. Doesn't say why... but he did arrange for someone to set the fire."

"I'm sorry, Lorna," Rose offered, reaching across the desk to grasp the womans hand and the brunette smiled at her sadly.

"It doesn't bring them back, but... the closure feel good. I didn't ask to be Mayor, but I'm not going to turn it down either... I can keep Einar safe, and the orphans... I sent for them last night, they're all asleep upstairs for now, but Sloane and Aldric's estates are being seized and donated towards housing for the kids," Lorna explained.

"I wanted to thank all three of you, without you Einar and I would never have reconciled, and I think things could have turned out much worse for everyone here on Scobee with Sloane in charge," Lorna finished softly, but the Doctor brushed away her thanks.

"We couldn't very well leave Rose behind, jeopardy friendly this one. No choice but to get involved," he said lightly, his eyes sparkling and Rose glared at him playfully.

"Yes, it's all my fault..." she deadpanned and the Doctor grinned in response.

"Einar and I agree... we don't know how to pay you all back for everything you've done..." Lorna said shaking her head as the three companions stood, and the Doctor offered her a gentle smile.

"Always be kind," he suggested gently and Lorna erupted into a full blown grin that made her, once more, look like the teen they had all mistaken her for.

"That we can do." she promised and with one last hug from each of them, Lorna said goodbye to the strangers who had done more for her than anyone else in her life since Einar.

The walk back to the Tardis was quiet, each of them lost in their own thoughts. Martha and Rose followed the Doctor as he wove them a path through the streets, his long coat parting a path through the tourists who had no idea of the changes currently beginning within Scobee's ruling council.

It was only when they reached the blue police box that Rose spoke, a grin erupting over her features at the sight of the large green dragon wrapped around the time machine.

"Einar!" she called, and ran ahead of the Doctor and Martha to wrap her arms around the Vovin's muzzle in a hug as Einar let loose a rumbling purr.

"Rose. Lorna said you were leaving and I wished to say goodbye," the Vovin said gently as the Doctor squeaked, his eyes wide.

"By wrapping yourself around the Tardis?" he asked, a nervous note to his voice that Martha wasn't used to hearing there.

"It seemed the best way to intercept you, and she hums so prettily..." Einar explained, pulling her muzzle back from Rose to tip her head at the Doctor curiously.

Rose laughed when the Doctor made a strangled sort of sound, but shook her head a moment later.

"You know Einar's not going to hurt her," she said with a grin and the Doctor ran a hand through is hair, sighing.

"It's still a disconcerting sight," he muttered to Martha as Einar and Rose returned their attention to one another, and the medical student laughed at him openly.

"You and your friends will be missed," Einar told Rose softly, and whisky brown eyes glistened with barely held back tears.

"So will you and Lorna," she responded, "but never forgotten."

Einar's mouth moved in what Rose could only call a smile before unwinding herself from around the Tardis.

"Agreed," she said at last. "Safe travels," the Vovin offered, and Rose gave the creature one last hug as the Doctor unlocked the doors, before forcing herself to follow him and Martha inside without turning to glance at the eyes she could feel fixed on her back.

Martha had followed the Doctor up the metal ramp as he bounced around the console and Rose shut the doors on the planet, leaving behind the girl and her dragon.

"They'll be ok, right?" Martha asked as the Tardis' familiar grinding signalled their dematerialisation, and Rose leant against the closed doors, her head tipped back against the wood with eyes closed.

"Absolutely, Lorna will be the best Mayor Scobee's had since the planet was colonized. Much of the towns surrounding areas will be kept natural, and eventually that entire landmass ends up being a Vovin sanctuary. The town will become a resort of sorts for Vovin enthusiasts."

The Doctor snapped himself out of the timelines and began pressing switched on the console that actually did something, settling them into the vortex. Just as he flipped the last lever he realised that, throughout his speech, Rose hadn't moved, and now Martha was staring at her, a concerned expression on her features and he sobered slightly as he gazed at her.

"Tough goodbye?" he asked, his voice purposefully gentle, but her eyes snapped open as though he'd shouted, and she cleared her throat in a way he was far too familiar with.

"Yeah, a bit," she offered, and pushed off from the door with a slight grimace.

"Well... how about we float around in the vortex for a bit, and you girls can put all that shopping you did away..." he offered and both women nodded before collecting the bags Martha had dropped when she had burst into the Tardis looking for the Doctor.

As Rose moved deeper into the Tardis, presumably to go to her room, Martha stopped by his elbow with a frown. "You think she'll be alright?" the medical student asked softly, and the Doctor stared down at her in surprise.

"Course she will," He said gently, a sad smile stretching across his face, "She's the strongest person I've ever met."

Turning back to the console and it's attached screen told Martha that was all she was going to get from the Time Lord right now, and with a nod, more to herself than him, she followed Rose into the Tardis corridors, heading for her own room to unpack her new clothes.

A few hours later, Martha found herself wandering those same Tardis corridors, bored out of her mind. She'd put the clothes away, laid on her bed for a bit, read a book, but she couldn't stop her mind swirling. It had only been morning when they'd left Scobee and she was ready for a new adventure. She couldn't switch off enough to relax so the young woman decided to explore the seemingly endless corridors of the time ship.

Choosing random hallways as they appeared before her, the sound of a soft voice startled her from her thoughts as she turned a random corner and it brought her to an abrupt stop.

"Shit..."

"Rose?" Martha called softly as she recognized the voice that had spoken the soft curse, and realized it had come from a doorway that had just materialized to her left.

Stepping through the new entrance cautiously, Martha was surprised to find the blonde alone in the Medbay. She was sure that the Medbay had been closer to the console room, before remembering that the ship could move her rooms as easily as her corridors. The half startled, half guilty expression Martha spotted on Rose's face, before it was hidden behind a tight smile, told her that the Doctor didn't know that Rose had taken a detour to the Medbay anymore than Martha had and the young doctor in training crossed her arms as Rose stumbled to recover from her surprise.

"Martha! Hi, what are you, umm... doing here? Are you hurt?"

"No, I was just exploring and found myself here..." at this, Rose shot a sharp glare at the ceiling and Martha suddenly thought that the ship's movement of her corridors probably hadn't been as random as she'd thought they were.

"Are _you_ hurt?" she asked, offering the blonde her own question back and noticing the lights in the room flicker almost angrily when Rose hesitated to answer.

"Not... not seriously," she finally sighed, shoulders slumping in defeat, "S'just a cut from a rock, when Lorna and I skidded across the ravine, yah know? I just don't want it getting infected," she admitted as Martha stepped further into the room and over to Rose's side as she spoke.

Gently, Martha brushed Rose's hands aside and picked up the dermal regenerator that the woman had stuffed behind her when Martha had entered the room. Martha was already in medical mode before Rose had finished explaining.

"Why didn't you say anything? The Doctor could have..."

The tension in Rose's shoulders at the mention of the Time Lord combined with the lattice work of old scars across her back that were revealed when Martha lifted the womans shirt told Martha exactly why the Doctor wasn't in the room right now.

"Rose..."

"You can't tell him, Martha, he'd... he'd blame himself and it's not his fault I was stuck over there. I could have taken a desk job but... Look, just promise me? Please?" Rose begged softly, avoiding Martha's probing gaze and after a moment the medical student returned her focus to the cut by the blonde's shoulder blade, the soft hum of the dermal regenerator filling the room.

"Doctor patient confidentiality; I suppose I can consider this practice," Martha said gently, watching Rose almost slump in relief, "But you know he'll find out eventually, right?"

"Yeah," Rose sighed as the machine switched off and she quickly pulled her clothes back into position, "but one story, one scar, at a time... not four years worth all at once."

Martha gave a humorless laugh then, shaking her head, "With the size of his guilt complex, he'd drop us _both_ back on Earth," she agreed dryly.

"Right? and the only difference really, is that with him I had the Tardis medbay," Rose said, moving towards the nearest wall and giving it a fond pat, "That, and it's better with two... or three."

"Promise you'll tell him eventually?" Martha asked, biting a nail and feeling instantly reassured when Rose's agreement wasn't even preceded by a momentary hesitation.

"I will... I want to, just... not right now."

There was a moment of silence before Martha spoke again, "Did... did the Tardis lead me here?" she asked softly, unsure if questioning the motives of the sentient ship could be considered rude, but Rose didn't seem worried.

"Yeah," she grimaced, "I think she probably figured out I couldn't reach the cut on my back easily, and I'd already made her promise not to let the Doctor know..."

"You can talk to her?"

"So can you," Rose grinned, "She's telepathic, gets into your head to translate alien languages... course you can always speak aloud, she'll hear, she's everywhere, after all. The hard part is figuring out her answers, she can't speak aloud and most humans aren't built for full blown telepathy so doors appearing beside you, flickering lights or a change of tone in her hums are all different ways for her to communicate with us."

"Can the Doctor speak with her? Time Lords are telepathic, right?" Martha asked, and Rose shrugged.

"I don't know, seemed a bit personal to ask when I travelled with him before, and now I've met some telepathic species, the etiquettes can be fairly specific so I don't think it's something I should ask... I suspect the Doctor has a deeper connection with the Tardis than anyone else could because he's her pilot. I know when he was ill her translation circuit went down, so it seems to be some kind of symbiotic relationship between a Time Lord and a Tardis, but that's all speculation, I don't actually know for sure."

The lights in the medbay flashed once and Rose laughed at Martha's surprise.

"Was that...?" the medcal student half asked, and Rose nodded.

"Once for yes, twice for no. Apparently I'm on the right track."

The two women shared a moment of comfortable silence before Martha sighed, "I don't suppose you feel up for giving me that tour now, do you?" she asked, almost hesitantly, but Rose's face lit up with a grin and Martha couldn't help but find herself responding to the woman's joy.

"Absolutely," Rose answered, easily linking arms with Martha and guiding her out of the Medbay as she launched into stories of her own Tardis explorations, while the Tardis herself hummed contentedly in the background.

* * *

 **A/N:** _Oh. My. Gods._

 _Ok. If you're still with me, you have my unending thanks, and congratulations! The building work in my house went on until the end of January, all things told, and after that my mental health took a nosedive. Thankfully, I still had the contact details for an amazing counselor who helped me a few years back, and I recently finished a fresh 6-week course of therapy with him._

 _Just in time for Camp Nano which, praise the nano gods, helped me finish off the final couple of scenes for this chapter! I swear, I've had 90% of this done since Christmas, but those final pieces were like pulling TEETH._

 _As for future chapters, here's keeping my fingers crossed that I don't fall behind like that again! I already have Chapters 18 and 19 completed, and am starting work on Chapter 20 as soon as this has been posted._

 _Once again, much love to all of you, and thanks for being patient! Ari x_


	18. Life, the Universe, and Everything

After ending their impromptu tour of the Tardis at the doors of the Library, Rose spent several hours buried in books she'd spent four years wishing she'd read while she had the chance, ranging from astrophysics to advanced earth sciences. Eventually though she returned to her room to get some rest but managed only a few restless hours of sleep before eventually giving up on her hopes of slipping into the land of dreams.

A quick shower before getting dressed in some of the new clothes from Scobee, a simple pair of dark jeans and blue tank top, was all Rose took time for before making her way to the Tardis kitchen and beginning the soothing steps of preparing some desperately needed tea, well before her body said she should be awake, and with her wet hair pulled up into a hazardous ponytail.

She pulled a box of teabags out of a cupboard, only to turn back to the counter to see that the Tardis had set out two mugs and after a brief pause Rose smiled at the silent message from the ship. She threw an inappropriate amount of sugar into the second cup before smothering the bags in boiling water and leaning against the counter in silence as she waited for the leaves to brew, and the Time Lord to appear.

Her eyes closed, she let the hum of the Tardis wash over her skin until she could hear the Doctor wandering along the hall outside, his feet came to a stop in the kitchen doorway and she could almost hear the surprise on his face, but by the time she opened her eyes he'd managed to wipe it from his features enough to offer her a small smile.

"What are you doing up?" he asked quietly, almost seeming reluctant to break the calm quiet Rose had cultivated in the room, and she shifted her weight so she could stir the two tea's in silent explanation while the Doctor continued moving into the room, dropping into a seat at the table when she placed the second mug there.

"Couldn't sleep," Rose admitted quietly as she sank into the seat opposite and took a sip of her tea.

"Anything I can help with?" the Doctor asked her after a long moment of silence, and she could tell he'd carefully measured each word, but she shook her head.

"Nah, s'not like it's nightmares or anything... just... can't seem to switch off tonight, even the Tardis' hum isn't helping," she muttered, shrugging one shoulder, "Figured if all I'm gonna do is stare at the ceiling, I might as well get up."

"Maybe I can take us to Barcelona tomorrow, bit of a beach holiday, I'm sure Martha would like something a little less stressful," the Doctor mused.

Both of them had kept their voices low and quiet, neither disturbing the odd peace that hovered over the kitchen despite their conversation and Rose shot him a grateful grin as they fell into the mutual companionship offered by simply sitting with another presence in the room.

"If you managed to make it to a beach without crash landing us into some kind of trouble along the way, I'd be impressed," she teased easily, snorting a laugh into her tea at the look of shock he sent her.

"Rose Tyler, you of all people know that my piloting skills are exceptional!" he exclaimed and his indignation drew fresh laughter from her. By the time she managed to get her giggles back under control he was smiling across the table at her as he calmly sipped at his own tea.

"You can't blame the Tardis for everything, you know," she finally responded, and the Doctor frowned, grumbling lightheartedly as her eyes sparkled.

"So where are we heading today?" she asked a little while later, but the Time Lord shrugged, "unless Martha and you actually want to try for a beach somewhere, I thought I'd set her on random and see where she takes us," he explained and Rose nodded, sinking into her thoughts for a moment before she seemed to jump in her seat, startling the Doctor as he raised a curious eyebrow at her sudden exclamation.

"Oh! I didn't get a chance to ask you yesterday... Think you can supe' up my phone? If I'd had it on Scobee, I could have called the Tardis," Rose asked, "I had to get a new phone in the parallel world since there was no way to charge my old one. I've still got the old one, and the one from Pete's world but I've got a new one from this universe too and that one can't make long distance calls..."

"Sure," the Doctor agreed quickly, eyes scanning her features sharply and Rose froze in surprise under the sudden scrutiny, "Where were you staying, back on Earth... you said you'd been back for months..." Her mention of a new phone has brought all of his many questions rushing back to the surface, but her easy response set many of his concerns about where she had been to rest.

Rose smiled, relaxing when she realised what the searching look had been for and shrugged casually as she answered.

"Cardiff, near the rift." she told him, eyes bright as he blinked in surprise, "seemed the most logical place to track you down, I knew you'd have to refuel her at some point," Rose explained.

"There's no guarantee I would have gone anywhere near your time period..." the Doctor said, his voice seeming faint at her admission, and Rose's smile faded slightly as she reached across the table to grab the Time Lords hand.

"Nope. But it was still my best chance, yeah?"

The Doctor studied her steady gaze for a long moment before finally smiling. Rising to his feet, her hand still in his, he used it to pull her to her feet and into a tight hug that she returned easily. The two stood in the Tardis kitchen for several long minutes soaking in each other presence before the Doctor pulled back with an awkward cough.

"Right then, let's go do some jiggery pokery on that phone of yours."

"That a technical term?" Rose asked, keeping their hands linked as they moved out of the kitchen, leaving their empty cups on the tabe and shooting him her tongue-touched smile as he grinned back and began firing off the familiar response he'd given her on Platform One what felt like forever ago.

"Yeah, I came first in jiggery pokery..."

* * *

Rose had needed to run back to her room for her phone and by the time she made it back to the console room and the Doctor had spent a few minutes buzzing the small black device with his sonic, Martha had joined them, sleepy eyed but fully dressed and finishing off a banana for breakfast that sent that Time Lord into a familiar lecture on the benefits of the yellow fruit.

"Doctor, you were going to tell Martha about universal roaming, right?" Rose interrupted quickly, when she saw the medical student's eyes begin to glaze over as the Time Lord started telling her about the banana plantations on Villengard.

His words stopped for a moment and his eyes widened before he grinned at his two companions, oblivious to their exasperated amusement while his mind switched gears at a hundred miles per hour.

"Right! yes, so... Got your phone with you, Martha Jones?" he asked holding out his hand to her, fingers wiggling and she shot the Time Lord a suspicious look before glancing at Rose who just laughed and nodded.

"I'm not going to break it, you know," the Doctor complained, spotting the exchange and with a sigh, Martha reluctantly handed over her mobile.

"With just a little bit of tweaking, this phone can call anywhere in time and space," the Doctor explained aiming the sonic at the silver device and watching the screen flicker as it upgraded quickly.

"There you go! Universal roaming," he flipped the phone closed and tossed it back to Martha with a smug grin on his face that made Rose shake her head, even as Martha's mouth fell open in surprise as what he said sank in and she began to look suitably impressed.

"Never have to worry about signal again."

"No way," Martha said, grinning as she glanced at Rose to see if the Time Lord was joking, "this is too mad... you're saying I can phone anyone, anywhere, in space and time... with my mobile?" she demanded, eyes wide and she opened her phone to study the screen.

"First time he upgraded my phone, I called my mum from five billion years in the future," Rose told her, smiling, "Lemme grab your number before we head off on the next adventure," she said, and quickly input the other woman's details into her phone.

"Frequent flier's privilege. Go on, try it," the Doctor encouraged, once the two women were finished exchanging information but before Martha could so much as dial the first number, the Tardis shuddered around them and everyone stumbled.

"Distress signal." The Doctor explained, moving over to the view screen and reaching for a switch with his converse clad foot, "locking on... might be a bit of-"

One more vioent shudder sent all three travellers to the floor and Rose laughed softly.

"Turbulence," the Doctor finished, pulling himself up and looking a bit sheepish as Martha glared up at him from the floor, "sorry."

"Come on, then. Let's take a look." Rose told them both, climbing to her feet and all but racing the Doctor to the Tardis doors.

"Distress call, Rose, you don't know what's out there..."

"Since when are you cautious?" she asked, turning to face him with one eyebrow raising in challenge, before proceeding to reach behind her and push open the Tardis doors, stepping out backwards.

The sudden increase in temperature from the inside of the Tardis made Rose hiss slightly. It was like stepping out of the shade into a blistering summer sun, and she frowned as she glanced around, barely noticing the Doctor and Martha following her out.

"Woah, now this is hot!" the Doctor exclaimed, and Martha made a similar exclamation as she stepped out and immediately began pulling off the light shrug she'd had over her top, tossing it back inside the Tardis before closing the doors.

"What's causing the heat build up?" Rose asked as the Doctor peered at some dials against the wall.

"We're in the venting chamber. The systems are working full pelt trying to cool down... wherever we are," he explained with a frown, before glancing around and spotting an exit, "well if you can't stand the heat..." the Time Lord quipped, and neither Rose or Martha wasted any time in following him out of the steam filled room.

"Is leaving her in the venting chamber, really the best place to park?" Rose asked as they moved into a corridor that, while noticeably cooler by comparison, was still far hotter than she felt it should be.

Any answer the Doctor might have given to her question was interrupted by three people running towards them at full speed through a series of open doors and numbered area's, but the Doctor's attention was drawn like a magnet to the battle stance Rose's body had unconsciously slipped into at the strangers approach.

"Oi! You three-"

"Get out of there-"

"-seal that door, now!"

The older of the two men ran straight past them without stopping, slamming the door to the venting room shut and pulling a locking mechanism into place as the younger man and a woman skidded to a stop before the Time Lord and his companions.

"Who are you? What are you doing on my ship?" the woman demanded, eyes frantic, Rose noticed, and the younger man interrupted with his own question.

"Are you the police?" he asked and Rose's eyebrows shot up, the question drawing the Doctor's attention as well.

"Why would we be the police?" he asked.

"We got your distress signal," Martha said, her voice distracted, but Rose was frowning at the three crew members. Their behaviour was odd, and out of place. There didn't seem to be much relief on their faces at Martha's announcement and her skin began to crawl.

"If this is a ship, why can't I hear any engines?" The Doctor continued probing gently, and Rose felt a flood of relief that she wasn't the only one picking up on the oddness of the situation. For far too long she'd been the only person to notice the details.

"The engines went dead four minutes ago," the woman before them said, running a frustrated hand through her hair, sweat soaking her face as her mind seemed to spin off in a dozen directions at once while the older man who had locked the door to the venting room moved back to her side almost protectively.

"So maybe we should stop chatting and get to engineering, Captain?" the older man snarked, his voice dry and impatient.

 _'Secure closure activated'._

The sound of the computerised voice made Rose's eyes jerk up, and she realised she'd heard the voice as they stepped out of the Tardis declaring that the distress signal had been broadcast, but the Captain's shocked exclamation of surprise returned her attention to the strangers.

"The ship's gone mad," the older man muttered, and Rose started glancing around the ship surrounding them. The crew might be hiding secrets, but they were genuinely scared. Down the same corridor that the first three had run through now came another young woman, glancing over her shoulder as she ran with bulkhead doors slamming shut behind her, one by one.

"Who activated secure closure?" she shouted, just about making it through the final door before it closed, "I nearly got locked into Area 27!"

She suddenly seemed to realise that there were strangers standing about and frowned, shifting her tool bag from one hand to the other, "Who are you?"

"He's the Doctor, she's Rose and I'm Martha," the medical student said distantly, and moved away from the group cautiously enough to draw Rose's attention, "Hello..."

 _'Impact projection forty-two minutes twenty-seven seconds'_

The computerised voice cut off the crew's introductions, and the Captain closed her eyes for a moment as though steeling herself before turning to her crew.

"We'll get out of this, I promise..."

"Doctor?" Martha called. Rose turned to see the woman standing by a small porthole on the side of the ship. A quick glance told her that the Doctor was distracted trying to pry answers from the crew, so she moved to Martha's side and froze. A chill passed along her spine, making the return of the heat that much hotter and the air escaped her lungs in shocked huff.

"Doctor!" she shouted, louder than Martha's fearful call and he snapped away from interrogating the Captain. He met her eyes and while Rose didn't know what he saw there, a hint of fear entered his own brown orbs as he swiftly moved to stand behind them and stare over their shoulders.

"It's forty-two minutes until we crash into the sun..." Rose heard the Captain say, and precious seconds were lost as her words sank in.

Surprising even herself, Rose was the first to snap out of her shock, and whipped her head round to stare at the Captain and three crew members. That wasn't enough to man a ship large enough to need a venting chamber.

"How many crew members on board?" she demanded, but the woman hesitated long enough to draw the Doctor's attention and he frowned at them before repeating Rose's question.

"How many?!" he snapped, losing patience now that he was aware of the imminent danger. Rose suspected that while impact might be in forty-two minutes, the ships shielding would fail before that.

"S-seven, including us," the Captain finally answered and, Rose's eyebrows raised in surprise. The younger man must have spotted her expression because he quickly clarified.

"We're just a hauler, transport cargo across the galaxy. Everything's automated, we just keep the ship spaceworthy."

"Call the others, we'll get you out!" the Doctor shouted, dashing past the crew towards the venting chamber door, and wrenching it open before anyone could stop him. He was too fast for the warning shouts from the crew to make any difference and a blash of steam and a wall of heat threw the Doctor back and knocked him to the floor.

Martha ran to him, her medical training kicking in, and Rose was aware of the crew shutting the door again, but she stayed where she was. Where Martha's medical training had her running to the Doctor to make sure he was alright, Rose's Torchwood training meant that her mind was already running ahead to potential solutions.

Forty-two minutes. No Tardis. Engines had failed.

"My ship's in there! It's our lifeboat!"

"It's lava."

"Temperature's up three thousand degrees and still rising!"

"The closer we get to the sun, the hotter that rooms gonna get-"

"We're stuck here..."

Martha's fear filled voice made Rose blink and shake her head.

"No we're not. We fix the engines. Once we get power back, we can steer the ship away from the sun. Which way to engineering?" Rose asked the older man who'd wanted to head back in that direction earlier.

"This way," he said, not wasting any time before turning and leading them through some narrow corridors filled with wires and cables as the computerised voice that Rose was already growing to hate announced that they had just over forty minutes to turn the ship around.

* * *

By the time they'd reached engineering, the Doctor had managed to pick up a couple of names from the crew sniping back and forth.

The not-so-cheerful engineer had been referred to as Scannell a couple of times, and the Captain seemed to be using her surname, McDonnell, but he hadn't managed to pick up the names for the younger two yet. The helpful man and the quiet younger girl.

He was worried about Martha. Her fear was almost palpable, and it was the first time they had been truly unable to get to the Tardis. Flashes of the Sanctuary Base kept skipping across his mind and distracting him, but at least this time he could still feel his ship and knew that, while the temperature wasn't comfortable for her, she would still be where he parked her as soon as he was done saving this ship and it's crew.

Rose's quick thinking had been impressive, but he was beginning to find it easier to remember that she'd had four years worth of practice having adventures alone. Oh sure, he knew that she'd had Torchwood backing her up, but he didn't count them. Rose Tyler had more experience dealing with a crisis than any of them put together. She had been to her team, he suspected, what the Doctor was to his companions.

Stepping into the engineering room though, the Doctor forced his mind to put all stray thoughts aside and bend his considerable mental capabilities to the task even as his hearts sank at the sight that greeted him.

"Blimey, do you always leave things in such a mess?" he only half asked, picking up a scorched cable and examining the damage done.

"Oh god," he heard Captain McDonnell gasp, followed by similar exclamations as each crew member entered the room. The shock and surprise were all genuine, so he knew none of them had sabotaged the engines, and he let his eyes settle on Rose when he heard her make a soft sound of frustration behind him.

"It's wrecked!" the younger man complained as Scannell began kicking at some of the scorched wires and the hopeful energy that had gotten them back to engineering quickly seemed to be fading fast.

"Is it damage from the rising temperature?" Martha asked, and the Doctor spared a moment to shoot her a proud look at the question. She was wrong, but it was a good question.

"No," Rose answered, her voice gentle despite the tension the Doctor could see in her shoulders, "Someone knew what they were doing here, this was intentional."

Her eyes flicked across the four strangers surrounding them as the Captain made enquiries about the rest of her team, but Rose returned her attention to the Doctor when he placed a gentle hand on her wrist and shook his head, knowing what she had been thinking.

"Three other crew members," Rose muttered softly and he nodded his agreement, but the four surrounding them hadn't done this.

"You mean someone did this on purpose?" Martha asked eyebrows rising and the fear in her voice was back as Rose moved to her side and began pointing out the shredded wires and other damage that couldn't have been accidental.

Taking advantage of the Captain and her crew's distraction as McDonnell jumped onto the ships intercom in an attempt to locate her missing people, the Doctor moved over to the computer terminal, slipping on his brainy specs as he went to see if he could find any answers about their location that could help them. While a member of the crew was the most likely saboteur, he wasn't willing to rule out an external attack or hijacking of some kind just yet.

"Korwin, Ashton? Where are you? Korwin, can you answer?" McDonnell all but shouted into the communication panel. Her frustration and worry was leeching into the room like an insidious cloud, and with the damage to the engines the Doctor could almost feel the despair creeping in.

He had to find some way of keeping the humans motivated. With only a limited amount of time to turn things around he couldn't afford a single on of them to give up, so he made a concerted effort to plaster on his 'enthusiastic puppy' persona as he finally discovered where the Tardis had taken them.

"Oh, we're in the Torajii system! Good holiday spot, you're a long way from home, Martha," he chirped brightly, grinning across the shredded engine at the young woman, "half a universe away!"

"Yeah. Feels it." she muttered in response, and he felt his hearts freeze for a moment at the fear he could still see in her eyes. Rose glanced up from the wire she had been stripping to stare at Martha a moment before knocking the woman's shoulder with her own.

"Come on, you've faced Daleks, this is nothing," the blonde teased lightly and the Doctor was able to breathe again as Martha's shoulders relaxed and she shared a hesitant smile with the blonde beside her.

Leaving the mental state of one companion safely, for the moment, in the hands of his other companion, the Doctor turned to Captain McDonnell, and raised a curious eyebrow at her, "the system says you're still using energy scoops for fuel; hasn't that been outlawed yet?" he questioned, mentally checking his time sense as he saw her almost freeze.

"We're due to upgrade next docking. Scannell, engine report?" the woman reeled off quickly, stepping around the Doctor before he could question her further.

"They're burnt out. The controls are wrecked. There's no way I can get them back online-"

"Don't you have auxiliary engines?" Rose asked, putting down the wire she'd been working on and stepping around the engine to stand closer to the Doctor, "Every vessel has a backup power source, right?"

"We can't get to them from here, they're in the front of the ship," McDonnell explained, eyes closing in frustration.

"Yeah, with twenty-nine passwords sealed doors between us and them. You'll never make it in time." Scannell added, his expression just short of a sneer.

"Can't you override the doors?" Martha questioned, and Scannell shook his head.

"No. Sealed closure means what it says. They're all deadlock sealed."

"Shit," Rose muttered, and the Doctor couldn't help but silently agree, "so the sonic screwdriver's no use then?" she asked and he nodded.

"Not against a deadlock seal-"

"Nothing's any use!" Scannell snapped, "We've got no engines, no time and no chance." and with that the Doctor finally lost his temper.

"Oh listen to you, defeated before you've even started. Where's your Dunkirk spirit?"

"We've got, what, about thirty-six minutes? More than half an hour," Rose said, cutting the Doctor off gently and keeping her voice calm as the tensions in the room began to rise with the temperature, "so who's got the passwords?"

"They're randomly generated. Reckon I'd know most of 'em," the young man, whose name had escaped the Doctor, stepped forward, hands in his pockets, "Sorry, Riley Vashti," he added, holding out a hand for Rose to shake and drawing a grin from the blonde.

"Then what are you waiting for, Riley Vashti, get on with it," the Doctor interrupted, trying not to glare at the grasp the young man had on Rose's hand. Based on the speed Riley dropped her hand, the Doctor hadn't been successful.

"Ah, well it's a two person job," he explained, stepping away from Rose and the Doctor over to a set of metal shelves, "one to take this for the questions," he explained pulling down a rucksack containing what looking like a portable computer, "and the other to carry... this," he finished, adding what the Doctor could only assume was a latch release magnetic clamp for the bulkhead doors.

When Riley turned back to them with one item in each hand he was grinning, cheerful despite the situation, and the Doctor found himself reluctantly impressed by his positivity.

"The oldest and cheapest security system in the galaxy, right Captain?" the young man said, grinning cheekily at McDonnell, who just stared at him for a moment as though he was mad.

"Reliable and simple, just like you Riley," the woman shot back sharply, but Riley just shrugged.

"Try to be helpful; get abuse," he said, "nice..."

"I'll help you, make myself useful," Martha offered quickly, and Riley didn't waste any more time, handing the clamp to Martha and leading the way to the first sealed bulkhead, already explaining how the system worked to her before the Doctor could call after them.

"Oi," he shouted, waiting until she'd turned back to him before continuing, "Be careful," he warned, and with a smile he assumed was supposed to be reassuring she nodded before following after Riley.

"Gimme that?" Rose asked him, her fingers curling around the sonic in his pocket, "It might be useless for the doors, but I can strip back some of the electronics on these engines... If I can get any functionality back at all it'll buy you more time to come up with a new plan," she explained.

Despite already holding the sonic, she waited until he nodded his permission before actually moving towards the engines, rewarding him with a tongue touched grin. Before he could attempt to rally the crew and get them all working on a solution though, the ship's intercom activated, and a new voice echoed around the room.

"McDonnell. It's Ashton-"

"Where are you? Is Korwin with you?" the Captain demanded, her fingers pressing against the communications panel so hard they had turned white, but the ominous note to Ashton's response halted any more questions and had half the crew and the Doctor dashing out of engineering.

"Get up to the med centre. Now."

* * *

 _'Impact projection thirty-four minutes thirty-two seconds'_

Rose watched for a moment as the Doctor ran from engineering, probably figuring out where the med centre was based on the type of ship, or the time period they were in or something, and mere seconds later the Captain and Scannell followed after him.

Her curiosity was more than enough to make her want to run after them, and she could see the young girl who'd almost been locked into area twenty-seven wavering as well so she forced herself to be still and turned a beaming smile on the young girl.

"We've not been properly introduced, I'm Rose... any idea where we can get some tools to start the rebuild of this engine?"

The girl blinked at her a moment before shaking her head as though confused, "We've got half an hour before we crash into the sun and you're making introductions?"

"Well I can't keep saying, 'Oi, you, pass the the hydrospanner,' can I?" Rose explained, eyes sparkling.

"I'm used to it," the girl said, before shrugging a shoulder and digging through a nearby bag of tools, "I'm Erina," she offered, holding out a hydrospanner to Rose and the blonde took it, her grin widening.

"Brilliant, nice to meet you Erina, let's get to work, shall we?"

"I'm... I'm just an apprentice, I've no idea where to start with this mess..." the girl admitted, running a hand through her short hair in frustration and Rose softened immediately.

"Not to worry, I can help... If you think about it, every engine has the same purpose, to propel something in a direction. My ex taught me how to take apart a car engine, and after that I found most engines are pretty simple if you assume that they're all doing the same job, just on different scales and break each compartment down into its basic functions..."

Quicker than she would have expected, Rose had Erina efficiently pulling apart the damaged elements of the ships engines, and her new blue tank top was splattered with enough engine oil that Rose didn't even think the Tardis' almost-magical laundry room could save it.

 _'Heat shield failing. At twenty-five percent.'_

The emotionless computerized voice didn't so much as make Rose pause in stripping back the handful or wires she was working on, but Erina seemed to freeze in place, and when she stayed that way for a long moment, Rose let herself focus on the girls fear laden eyes.

"Hey, it'll be alright, we're working on the engines here, Riley and Martha are heading for the auxiliary at the front of the ship, and in case he doesn't mention it, the Doctor's a literal genius. We've been in tougher scrapes than this and come out the other side, so try not to worry, and just keep working, alright?" Rose offered, her voice purposefully low and soothing, and after studying her carefully for a moment Erina nodded, shooting a Rose a grateful smile before returning to her portion of the engine just in time for the Doctor, Scannell and the Captain to return with another nameless crew-member in tow.

The Doctor made a beeline for Rose and it only took her a moment to see that he was worried. Clearly whatever had happened up in the med center had rattled him and she was forced to drop the wires she was working on as the Doctor wrapped her in a brief but tight hug.

"You alright?" he asked and she nodded.

"Erina and I started work stripping back the engine, we've made sure none of the internal functions were compromised. A few pieces had been cracked or damaged and we're working on replacing them before we try to fix the external wiring connecting it to the rest of the ship... what?" she asked when the Doctor's mouth fell open and his eyes widened.

"Nothing. Just.. When did you learn so much about astronautical engineering?"

She grinned brightly, a warm thrill running through her at the impressed expression still hovering around his features when Scannell's sharp tones drew their attention.

"What the hell are you doing to my engine?" the man shouted, scowling down at Erina who was elbow deep in parts and in the process of putting her section back together.

"We were-"

"I've barely got enough time before we crash into the bloody sun to repair the damage Korwin did, now I'm supposed to fix this mess as well?!"

"Rose said-"

"I don't give a flying-"

"Oi!" Rose shouted, drawing the man's eyes to her and scowling back at him darkly.

"Erina is repairing the cracked piston that you should have been fixing, except you ran off to the med center; tell me how much use was the engineer in the med center while we're drifting towards the sun, hmm?"

Pressing his hands against the engine so he could lean closer to Rose, Scannel started to snarl a her but the blonde continued unperturbed.

"Not only is she doing a quick and thorough job of putting that back together, which you should be praising her on considering she's supposed to be your apprentice and not mine, but between us we've made a fair bit of progress in repairing the damage done, so no.., you don't have to fix any additional damage, you should in fact be thanking us for halving your job!".

Rose could see Erina behind Scannell staring at her in wide eyed disbelief and from the corner of her eye she spotted the Doctor smothering a grin, but Scannell didn't say anything, merely backing away from her a step, and picking up a bag of tools to silently continue the work that Erina and Rose had started without so much as a grunted apology.

 _'Impact projection thirty-two minutes fifty seconds.'_

"Right then, no time to waste," the Doctor said loudly, breaking the sudden silence and bounding his way over to the communication system and holding the button for the med center.

"Abbie, how's Korwin doing? Any results from the bioscan?"

"I've never seen anyone but the Captain put Scannell in his place like that. Well done." The soft voice coming from beside her, pulled Rose's attention from the Doctor to the crew member that had returned from Medbay them, "Ashton," he introduced himself with a smile, offering a hand for Rose to shake that she accepted with a smile.

"Well, someone had to step in, apart from the fact that Erina didn't deserve to be treated like that, we're a bit short on time to be pandering to the resident mechanic's temper tantrums." she said with a shrug, drawing a laugh from the man beside her.

"Don't let him hear you call him a mechanic," Ashton explained at her questioning look, but the Doctor calling for an update from Martha and Riley drew her attention and she wordlessly handed Ashton the wire's she'd been stripping and moved to standing beside the Doctor.

"Martha? Riley? How're you doing?"

"Area 29," came Martha's voice over the crackly intercomm, "at the door to twenty-eight!"

"Yeah, you've got to move faster!" the Doctor shouted through the microphone panel, swiftly followed by a pained sound as Rose punched him lightly on the arm.

"Rude," she growled.

"We're doing our best!" Martha shouted back and the Doctor shot Rose a wounded look before moving over to check on the progress of the engine's rebuild.

"You've got about a minute per door if you wanna have time to boot those auxiliaries," Rose told them, before letting herself take a few moments to listen to Riley and Martha work on the next security question.

"Find the next number in the sequence, 313, 331, 367... What?"

"You said the crew knew all the answers?" she heard Martha exclaim at Riley's obvious confusion.

"The crew's changed since we set the questions!"

"Oi, Math genius," Rose called, and the Doctor's head whipped up even as his feet had already begin moving towards her, "313, 331, 367..."

"379," the Doctor said quickly, and Rose shot him her tongue touched grin at the sounds of surprise from Area 29.

"What?"

"Are you sure?"

"He's sure," Rose called back, eyes sparkling and the Doctor grinned at her before explaining.

"It's a series of Happy Primes."

"Happy what?" Martha demanded, and Rose laughed softly.

"Just enter it-" she called, but Riley cut her off with a warning.

"We only get one chance..."

That was all the excuse the Doctor needed to launch into a speech. Just from his voice, Rose knew that if Riley had been standing in front of the Doctor, the Time Lord would have treated the young man to his 'you just dribbled on your shirt' look.

"Any number that reduces to one when you take the sum of the square of its digits and you continue iterating until it yields one is a happy number. Any number that doesn't, isn't. A happy prime is a number that is both happy and prime. Now type it in!" He rolled his eyes, leaning a shoulder against the wall with a sigh before turning to Rose with an exasperated shake of his head, "I don't know, talk about dumbing down! Don't they teach recreational mathematics any more?"

"Only for maths geeks," she teased, and he grinned before McDonnall interupted with a shout across the engine room.

"Hey, will you two stop flirting while we're spinning to our fiery deaths?"

"Well you only live once, right?" Rose called back, pointedly ignoring the way the Doctor physically moved back from her. She could almost feel his walls slamming back into place at the womans words and she mentally sighed.

"We're through!" Martha's voice came over the intercom and the Time Lord took the opportunity to turn away from Rose.

"Keep moving, fast as you can... and Martha? Be careful..." he said, his voice dropping and his eyes landing on Rose once more, including her in his warning, "There may be something else on board this ship."

"Any time you want to unnerve me, feel free," Martha snarked, and the Doctor's lips twitched in amusement.

"Will do, thanks!"

"Something else?" Rose asked softly, but any answer he might have given was interrupted by the onboard computer.

 _'Impact projection thirty minutes fifty seconds.'_

At that announcement the Doctor bounded back over to the crew gathered around and working on the engines, and Rose followed. She still wanted more information than 'something else', but the Doctor's mind was racing a thousand miles ahead of the moment.

"We need a backup plan in case they don't reach the auxiliary engines in time," he announced, hands scrabbling through his hair the way he did when he had too many thoughts at once. It was like he could catch the stray strands of idea's with his fingertips and fantastic hair, Rose thought as she watched him pace, "Come on, think! Resources, what have we got?"

"Doctor?" Martha called over the intercom, but Rose waved for him to continue thinking as she stepped back over to the communications panel.

"What's wrong, Martha?"

"We need to know who had the most number ones pre-download? Elvis or the Beatles... With his giant brain, I thought-"

"Elvis." Rose answered and there was a moment of silence on the other end so she clarified before they could ask, "My mum was a fan, trust me, it was Elvis".

She could almost hear the thunk of the door unlocking, but the relief in Martha's voice was unmistakable, "Thanks Rose!"

"Stay safe." the blonde answered, before stepping back towards the Doctor in time for Captain McDonnell to sum up the Time Lords latest genius idea.

"... use the generator to jumpstart the repaired engines?"

"Exactly, at the very least it'll buy us some more time..."

McDonnell stared at him for a long moment and Rose was starting to wonder if this was going to be another one of those scenarios where his genius got them into more trouble than it got them out of before the woman finally spoke, her voice full of amazed disbelief.

"That... is brilliant..."

"I know!" the Doctor said, grinning and Rose couldn't help but shake her head and smother a soft laugh, "See? Tiny glimmer of hope.."

"If it works," Scannell grumbled, and Rose shot him a fresh glare.

"Oh, right ray of sunshine, you are," she snapped, only realising exactly what she'd said when the Doctor let loose a short laugh.

"Scannell," the Captain interrupted, drawing his attention and halting whatever come back he'd been preparing to shoot at Rose, "You're going to make it work, understand?" she said, her question not really a question and the engineer nodded sharply.

"That told him," the Doctor muttered into Rose's ear and she jumped, not having noticed him move.

"Shh," Rose hissed, but she couldn't stop the grin his words brought to her features as she turned to face him, wondering how he'd managed to creep up beside her.

"Here, you use it faster than me, and speed's at a premium right now," Rose said softly, offering the sonic back to the Doctor who took it with a smile.

Without much more in the way of conversation the four crew members, Rose and the Doctor all set about getting the engines repaired and the generator's connected, serenaded by the regular announcements from the ships computer as it continued counting down the minutes until they fell into the sun.

 _'Impact projection twenty-eight minutes fifty seconds.'_

* * *

Shortly after the twenty eight minute announcement, the intercom crackled to life again and a woman's voice called for the Doctor. Rose hadn't heard her before, so she could only assume it was the medical officer, Abbie, that the Doctor had been checking in on earlier.

"Doctor, these reading are starting to scare me," she said, her voice hesitant and uncertain and within moments the Time Lord was at the communications panel and she had his complete attention.

"Why? What do you mean?" he asked, voice gentle despite it's demands and Rose could hear Abbie take a steadying breath.

"Well, Korwin's body's changing... his entire biological makeup... It's impossible..."

Rose winced at the word that almost always meant trouble, and a moment later the tone of Abi's voice changed sharply as she switched from a direct channel to a ship wide broadcast. The undiluted fear in the woman's voice had both Rose and the Doctor on their feet and running before she'd finished her first sentence.

"This is med-center. Urgent assistance required!"

"Stay here, keep working!" Rose heard the Doctor shout at the crew, but her feet were already hitting the metal grates covering the hallways, eyes seeking out directions to the med-center. It only took seconds for the Doctor to catch up and wrap Rose's hand in his, tugging her in the right direction.

"Urgent Assistance!" Abi all but shouted, her voice raising in fear, and Rose could feel her heart pounding as adrenaline flooded her system in response.

"Abbie, they're on their way!" Erina's voice came over the system and Rose felt a flush of pride in the girl for reassuring her colleague, but pushed the feeling aside, forcing herself to focus on the potential danger they were about to run headfirst into.

"What's happening to you?" came Abi's tearful question and Rose shot a glance at the Doctor as they ran.

"Korwin?" she asked, and the press of his lips together gave her his answer.

"Burn with me," came a voice over the intercomm, but it wasn't what Rose would call human. There was a roughness and depth to the voice that made her think of the beast on Krop Tor. Something old and powerful and she couldn't help but shiver as her hand flexed around the Doctor's tightly.

She saw him shoot her a glance, and then do a double take behind them as he skidded to a stop.

"I told you to stay in engineering!" he shouted at Scannell and McDonnell, and the engineer scowled still spoiling for a fight and opening his mouth to argue but Rose just growled, grabbing the Captain by her arm and pushing the woman ahead of them.

"Argue later, directions now! Medbay!" Rose snapped and Scannell and the Doctor both fell silent following Rose as the Captain lead them through the quickest route to get to Abbie.

"Burn with me..." came the voice again and Rose growled in frustration at the narrow pathways through the seemingly huge ship.

"Move faster!"

"Korwin, you're sick-"

"Burn with me!"

Abbie's scream brought an acidic tang creeping up the back of Rose's throat, and it brought the Captain to a dead stop in the hallway but the Doctor knew the way and neither he nor Rose bothered waiting for the woman to come to her senses, pushing past her and continuing their headlong run towards Abbie, despite the sinking feeling they shared.

Their hands found each other again as they moved, and Martha's terrified voice was the only thing to cut through the single minded focus Rose had slipped into.

"Rose? Doctor...? What were those screams?"

Her tone of voice told Rose that she suspected and wanted to be told she was wrong but Rose also knew that neither she nor the Doctor would lie to Martha about something dangerous. Despite that, though, the Doctor was clearly comfortable with evading the question shouting his answer at Martha as they ran.

"Concentrate on those doors! You've got to keep moving forward!" he told her. The unspoken command, not to linger on what you couldn't change hung in the air, but Martha didn't push for clarification and the intercom stayed eerily silent.

 _'Impact projection twenty-six minutes thirty seconds.'_

Spotting the stasis chamber before the Doctor dragged her into the room, Rose used the doorframe to slow herself to a stop, her grip on the Doctor's hand pulling him to a sudden halt just inside the doorway even as they both realised that the room was empty.

Sharing a glance filled with trepidation, their hands still linked, the two of them stepped further into the med centre just in time to let McDonnell and Scannell skid into the room behind them, out of breath and full of panic.

"Korwin's gone," the Captain said, eyes scanning the room and Rose glared at her.

"So's Abbie..."

"Oh my God," Scannell breathed, eyed wide and Rose turned to see the Doctor approaching what looked like a shadow of a person against the far wall.

"Tell me that's not Lerner..." Scannell continued and it took Rose a moment before she realized that it wasn't a shadow against the wall but burn residue as though something, or someone, had been cooked against the metal and the black burn marks were all that remained.

She sucked in a sharp breath to suppress the nausea flooding through her and rising up in her throat as Rose mind informed her that was probably exactly what had happened.

"Endothermic vaporization," the Doctor said, his fingers ever so gently brushing the edges of the scorch mark and Rose could feel her eyes stinging with tears for the woman she'd never known, "I've never met one this ferocious. Burn with me..." the Doctor said, his whirling thoughts almost visible.

"That's what we heard Korwin say," Scannell said, his voice quiet and a little angry, and the Doctor turned to meet his eyes without saying anything, the room filling with heavy silence.

"What?" The Captain asked suddenly, darting glances between the Doctor and Scannell as the two men stared each other out, "You don't think...? No... No way," the woman shook her head, shoulders tightening defensively as she took a step away from the Doctor.

"Scannell, tell him! Korwin is not a killer! He can't vaporise people, he's human!" the Captain started shouting, but Rose could see that the woman had lost Scannell's support when Abbie Lerner had been killed.

"Look, whatever's happened to Korwin, he's clearly not himself, right?" Rose tried but the woman just shook her head looking lost and the Doctor bent to pick up the scattered test results Abbie had dropped to the floor.

"His bioscan results," he explained, running his eyes over the readings quickly, "Internal temperature one hundred degrees, body oxygen replaced by hydrogen!" the surprise in his voice drew Rose's focus from the Captain to the Doctor and she frowned in concern, "Your husband hasn't been infected, he's been overwhelmed!" the Doctor explained, and Rose winced at the unintentional callousness in the Time Lord's words.

Rose didn't try and stop the woman as she snatched the medical readouts from the Doctor's hands, tossing them across the room as she denied their accuracy, but she did silence the Doctor with a single look when he opened his mouth to continue pressing the Captain for information.

Hearing his teeth clack together, Rose moved to stand beside the Captain and offered the woman a reassuring smile, "Look, he might be a bit insensitive, but the Doctor is the smartest person on this ship, and he's our best chance of getting out alive... I can't imagine what you're feeling right now, but the faster you accept that your husband isn't himself, the better chance we all have of getting out of this alive," Rose murmured and after a few steadying breaths, McDonnell nodded and raised her eyes to meet the Doctor's, sufficiently braced for the barrage of questions Rose could see he had been building up, ready to throw at her.

"Where's the ship been? Have you made planet fall recently? Docked with any other vessels? Has there been any kind of external contact at all?" he questioned quickly, but McDonnell was shaking her head at every question.

"The only contact we've had is with you and your crew," she told him, her voice weary and tension radiating off her frame, but it was clear she wasn't lying and the Doctor sighed in frustration.

"Are you certain nothing's happened to provoke this?" he asked and McDonnell scowled at him, even as he continued obliviously, "Is it possible someone's working on something in secret, because it is vital that you tell me everything-"

"Doctor, I know every inch of this ship," the Captain cut him off sharply, her spine straightening and her confidence in her words was palpable, "I know every detail of my crew's lives and there is nothing we have done to cause this."

"Then why is this thing so interested in you?" the Doctor asked, eyes narrowed and searching her face even as his voice softened in response to her words, and McDonnell shook her head, wiping a weary hand over her face.

"I wish I knew; We're just a cargo ship..."

"Doctor, If you could just give her a minute-" Scannell said but McDonnel waved him off.

"No, I'm fine... I need to warn the crew..." she muttered, moving over to the intercom and holding down the button for a ship wide broadcast as Scannell settled against the far wall staring at the outline of what had once been Abbie Lerner.

"Everybody, listen to me," McDonnell started, but she had to pause for a moment to steady her voice before continuing, "something has infected Korwin. We think he killed Abbie Lerner. None of you must go anywhere near him, is that clear?"

There was a moment of silence before a round of affirmative's came back from the crew and McDonnell moved to sit beside Scannell as the Doctor paced the room looking for any more clues that could help them.

Watching the two of them from the corner of her eye, Rose stepped up beside the Doctor and nudged his shoulder with her own, "Hey... whatever this is, can we help him? Can the infection be cured?" she asked, her voice soft but the Doctor met her eyes silently for a long moment and Rose felt her heart sink.

Despite her quiet words, McDonnell had overheard but apparently misunderstood the Doctor's silent stare, "Don't lie, Doctor," she called over, and both the Doctor and Rose turned to look at her. "Eleven years we've been married. We chose this ship together. He keeps me honest, so I don't want false hope."

The Doctor studied her features for another moment before nodding, "The parasite's too aggressive. Your husband's gone," he said firmly, his lips pressed together tightly for a moment before he continued, his voice softer and Rose took his hand relexivly at the pain in his voice when he spoke again. "There's no way back. I'm sorry."

McDonnell's eyes hit the floor for a moment before she pulled herself together and Rose had to admire the strength she was showing as she nodded and thanked the Time Lord.

The silence in the Medbay hung heavily for a long moment until Martha's voice sliced through it and Rose could have kissed her in relief.

"Doctor! Rose? We're through to Area Eleven!"

"Fantastic Martha!" Rose said, slamming her hand into the intercomm to respond brightly, and the Doctor came up beside her, leaning over her shoulder to speak through the panel.

"Keep going, you've got to get to area one to reboot those engines!"

"Speaking of, we should get back to engineering and help finish the rebuild," Rose said and the four of them started making their way, cautiously, back through the ship.

* * *

They were almost back at engineering when the computer announced it's newest disconcerting update and Rose shivered despite the rising temperatures.

 _'Heat shield failing. At twenty percent.'_

"Reminds me of our first date," she muttered, mostly to herself, but the Doctor's long fingers squeezing her hand reassuringly told her he'd heard.

"Doctor!"

Martha's panic filled shout over the intercom made Rose's blood run cold and both she and the Doctor froze for a moment, waiting for the woman to speak again but the silence held and Rose spun her eyes to his.

"They were in Area Eleven-"

"Doctor! We're stuck in an escape pod off the area eleven airlock. One of the crew's trying to jettison us! You've got to help us!"

As soon as Martha relayed her location Rose had dropped the Doctor's hand and started running. She knew her way back to the venting chamber, and from there it would be a straight run through the bulkhead doors to Martha and Riley. She could hear the Doctor telling Scannell and McDonnell to stay put, but she knew he'd be able to catch her up with his respiratory bypass.

"Tell me you can stop it!" Martha shouted, and Rose didn't know if she was yelling at the Doctor or if Riley was trying to do something, but she hoped that the answer was 'yes', whoever the woman was talking too.

 _'Impact projection twenty-four minutes fifty one seconds.'_

The run through the ship was a blur for Rose as she all but flew towards Martha, the Doctor at her side.

"Oi! she shouted through the corridor as soon as the infected man was within sight, but he didn't so much as pause whatever he was pressing into the keypad.

Entering area eleven, both the Doctor and Rose slid to a stop before a man wearing a welding helmet, and the Doctor all but growled out a demand for him to stop.

"That's enough! What do you want? Why this ship? Tell me!" he demanded, but the only response he received was the man smashing his fist into the keypad and Rose cursed, diving her hand into the Doctor's pocket and hooking out the sonic screwdriver.

As the infected man turned towards them, Rose realized that it wasn't Korwin, but Ashton, and felt her stomach sink. Another one lost to whatever was taking them over, and where was Erina? She'd been with the man, but Rose forced herself to push the thoughts aside, focusing on what had been Ashton as it approached the Doctor. With it's attention fixed on him, Rose let herself dodge behind it and move quickly towards the sparking keypad.

"Come on. Let's see you. I want to know what you really are," Rose heard the Doctor say, and spared a glance at the Time Lord standing toe to toe with the creature inhabiting Ashton's body, before returning her attention to scanning the keypad with the sonic, growling in frustration as the readings confirmed her suspicions.

The time she needed to repair the circuits was longer than the jettison countdown, and she slammed her hand against the wall of the ship.

"Doctor! I can't stop the pod!" she snapped at him, and his eyes flickered to her, his frame tensing before the creature regained his focus by suddenly reeling around in apparent pain, grabbing at it's head.

 _'Airlock Sealed'_

"Doctor!" Rose snapped, and as Ashton began marching back through the unsealed bulkhead doors, the Doctor moved to her side, swiping the sonic from her hands.

"Warn McDonnell!" he ordered, repeating the scans she's just completed and coming up with the same results, if his scowl was anything to go by but Rose moved to the communications panel as instructed.

"McDonnell! Ashton's coming in your direction, he's been infected like Korwin," she warned them, watching the Doctor as she spoke, "and I don't know what's happened to Erina-".

"Korwin's dead," Erina's voice came over the system and Rose huffed out a relieved sigh, "Ashton told me to run, I found the Captain and Scannell..."

"Well all of you try and stay safe," Rose offered, but she couldn't spare any more time on the three crew members and moved away from the intercom to gaze out of the window on the airlock door, meeting Martha's terrified eyes as the Doctor cursed in an alien language that the Tardis didn't deign to translate.

 _'Airlock decompression completed. Jettisoning pod.'_

Martha's eyes widened even further, and her hands started shaking, almost clawing at the escape pod door, as the pod began separating from the ship and drifting away. Rose turned her eyes on the Doctor as he took a step back from the control panel as though shocked that he'd failed and quickly began searching her pockets for her mobile, holding it up to the window for Martha to see. It took the medical student a moment to think through her panic but the woman nodded and without wasting another moment, Rose tapped into her phone and dialed Martha's number.

"Rose-"

"We are going to get you out of there," Rose said firmly, and Martha let loose a shaky laugh that didn't contain a single speck of humor.

"How?"

"Scannell! I need a spacesuit in area eleven, now!" the Doctor shouted down the intercom and Rose tried not to laugh.

"Something involving a spacesuit," she said, and Martha's next laugh didn't sound quite as close to tears as he previous one. Rose could hear the Doctor arguing with Scannell about something and shook her head.

"Martha, I promise, he's coming for you, but I'm going to need to act as translator between him and the crew right now... You have my number, call me if you need an update, but the Doctor is coming for you."

"Alright." Martha said softly, and Rose heard her take a deep steadying breath, "Seeyah soon?"

"Absolutely, and we'll make him land us on a beach somewhere with fruity drinks and no life threatening situations..."

"Yeah, that'll be the day," Martha laughed, and finally it sounded natural so Rose smiled.

"Hang in there," she murmured, watching the Doctor pace between the intercom and the door to the airlock, with his hands tangled in his hair as Martha hung up and Rose prayed it wasn't the last time she spoke to the woman.

 _'Impact projection seventeen minutes oh-five seconds.'_

* * *

 **A/N:** _We will be returning to our regularly scheduled programme of... Once I have Chapter "C" written, Chapter "A" gets published (with B held as a buffer for emergencies!). Enjoy, m'dears!_


	19. Heart of the Sun

_'Impact projection seventeen minutes oh-five seconds.'_

"Doctor," Rose started, moving to intercept his pacing form, and letting her hands rest on his arms to keep his attention, "You know that they're going to argue with whatever plan you've got cooking in that brain of yours, and we don't have time for that," she said softly, "tell me what you're thinking and I'll argue while you work," Rose offered and after a long moment studying her the Doctor nodded.

"Right, yes..."

She waited for a long moment, and if it wasn't for the overwhelming concern for Martha and Riley that she was currently struggling to contain, the tinge of amusement that she felt as he fell silent might have made her laugh.

"Doctor, what do you need the space suit for?" she asked slowly and he moved away from her quickly, the sonic in his hand flying across the wall beside the airlock and removing a panel to show a tangle of various wires.

"Yes... ok, on the outside of the ship there's a control panel that will re-magnetize the escape pod. It's designed for use in a ship yard when escape pods need to be reattached after having work done or whatever. If I can boost the magnetic pull on the outside of the ship and engage the control panel it'll pull them back in-"

"So you need the space suit to go outside the ship?"

"Yes."

The tight sharp answer told Rose that it would be dangerous and that he expected her to argue, and while she could admit to herself that she desperately didn't want to Time Lord hanging out of an open airlock while they crashed into a star with the heat shields failing, she trusted him.

Rose nodded to herself slowly as she ran the plan through her head, the sound of the sonic buzzing away reassuring in it's consistency.

"Alright then, Time Lord, what sort of temperatures can you survive?" Rose asked, studying his body language as much as she was listening to his answers and she saw him jump in surprise as he turned to stare at her for a moment, and his lips twitched in relief while his eyes softened.

"Two hundred degrees in either direction, for about ten seconds," he answered quickly, turning back to the wires as he split his attention between her questions and boosting the magnetic properties of the ship's airlock, "The further from that number the longer I get."

"We know the venting chamber is at about three thousand, but the heat shields will protect you some," Rose thought aloud and the Doctor hummed in agreement.

"I estimate I'll have a couple of minutes to reset the connections and hit the return lever," he explained softly, eyes flicking between the wires and Rose more frequently as she continued her questions.

"What about the pod's distance from the ship? Is there a range on that return? Do Martha and Riley have as much time as you do?" she asked and watched the tension around his face and shoulders hit a new level.

"Sorry-"

"No, you're right and... honestly I don't know, the pods smaller than the ship so the gravitational pull of the sun's dragging it in faster, and I'm boosting the magnetic pull of the ship, but there's too many variables for me to be sure," the Doctor all but growled in frustration and Rose checked the corridor of open bulkhead doors.

"Scannell's almost here, Doctor," she told him gently and he nodded but the tension didn't leave his shoulders, "Doctor?"

"I'm not looking, but I can feel it," he whispered as Rose took a step closer to him, and at the broken note to his voice she let her hand slip into his, "Martha's timeline, there's a potential end approaching and I can feel it..."

"Hey," Rose interrupted gently, "It's a potential, but we're gonna stop that, alright? We've got a plan, it's a good plan, so hop to it," she told him, her voice still soft even as Scannell stumbled into Area Eleven holding a space suit out with one hand and the other planted on his knee as he bent double gasping for breath.

The Doctor studied her face intently, taking a single moment to ignore everything else. Martha, Riley, the ship and the sun. Scannell and the spacesuit disappeared and even the impending timelines faded into the background as the Doctor ran his eyes over every line of her face and she stood still and silent, letting him.

She knew that his plan was on the borders of insanity, and more dangerous than he'd let on. He could see it in the dark shadows behind her eyes, but what let the Doctor finally draw breath and pull away was the unwavering faith she had, evident from the calm Rose was able to display despite everything. She trusted him and she trusted his plan, but not blindly like before. No, this Rose had questioned him and asked for clarification of details. This Rose trusted in his plan because he'd explained it and she agreed it was their best chance and while the blind trust had always been a boost to his ego, this new and informed trust was humbling in it's intensity.

Taking a deep and steadying breath, the Doctor snatched up the suit and began pulling it on without comment, missing Rose's soft smile as he turned away.

"What the hell's he doing?" Scannell asked her as he caught his breath from the run through the ship.

"He's going to get Martha and Riley back," Rose answered simply, and the engineer's head snapped to her in shock, his jaw dropping open.

"What? How?"

"By being brilliant."

By the time Rose had finished explaining the plan to Scannell, the Doctor was fully suited up and standing by the airlock door, but the engineer's negativity had reached new bounds and the only thing standing between him and the Doctor was Rose.

"I can't let you do this!"

"Hey!" Rose snapped sharply, drawing his attention from the Doctor to her, "You're not going to talk him out of this, and I'm not going to let you stop him," she told him, her voice firm but steady, and the man ran his hands through his hair in disbelief.

"You want to open an airlock, on a ship in flight, while we spin into a bleeding star! It's suicide!"

"For you or me, sure, but not for him." Rose told him but Scannell just shook his head, returning his attention to the Doctor, dismissing the small blonde as mad.

"This close to the sun, the shields will barely protect you. No one can survive that," Scannell tried and the Doctor spared him a single condescending glance.

"Oh, just you watch," the Time Lord said before slipping the helmet over his head.

"Rose, Scannell... while I'm out there you have to get the rest of those doors open. We need those auxiliary engines online," he told them, voice distorted by the helmet, but Scannell didn't seem to hear him.

"Doctor! Will you listen! They are to far away, it's too late!".

"Doctor, just go," Rose told him, before gripping Scannell's arm and pulling him away from the airlock door firmly, "but come back safe." she muttered.

Rose didn't know if he'd heard her or not, but there was a brief pause before the Doctor stretched out a spacesuit covered hand and hit the airlock door release, stepping inside quickly.

The hissing sound once the doors closed was not what Rose considered reassuring, but it was only when the computer anounced it's most recent update that she felt her heart simultaneously hit her stomach and lodge somewhere in her throat.

 _'Decompression Initiated. Impact projection twelve minutes fifty-five seconds.'_

* * *

"It'll take about a minute an a half for the decompression," Scannell said at her shoulder and Rose drew a steadying breath before nodding.

"Right, get on that intercom and get the Captain or Erina down here to help you with the doors. I'm not leaving him, but he's right we need those engines..."

Surprising her, Scannell complied without argument and she could hear him calling for the two women as she dug her phone back out of her pocket.

"Rose-" Martha's relief was almost tangible and Rose smiled softly.

"Just a few minutes more and you'll be on your way back to us," Rose told her gently and Martha sighed, relaying the message to a disbelieving Riley.

"I was gonna phone my mum but... What do you say when you're falling into a sun?" Martha said quietly and Rose smiled.

"Phone her when you're back in your room on the Tardis," she said before trying to condense the Doctor's plan for the woman, "He's gonna re-magnetize your pod so it'll get pulled back onto the ship, so when you feel a jolt that'll be your lifeline pulling you back in."

"Riley reckons we're too far out-"

"He doesn't know about the Doctor's sonic," Rose reassured and Martha laughed softly before agreeing.

 _'Impact projection eleven minutes fifteen seconds. Heat shield failing. At ten percent.'_

"Look, Martha, I just wanted to let you know you'll be back here soon but..."

"You need to concentrate on that mad alien," the woman finished and Rose sighed.

"Sorry-"

"No, seriously, if he messes up we're screwed so... please, focus on him, yeah?"

Rose couldn't help smiling down the phone as the Doctor reached out to release the outer doors of the airlock, his hand raising to grip the edge of the airlock as the speed of their movement fought against the vacuum of space to push and pull his form around like a ragdoll. Clinging tightly to the edge of the doorway with both hands, the Doctor dragged himself out of the opening and around the outside of the ship.

"You're amazing Martha; See you in a few minutes."

As Rose disconnected the phone and slid it back into her pocket, she found herself holding her breath as the Doctor flailed and struggled not to fall from the spinning ship, his magnetic boots sometimes to only thing keeping him connected, and her heart shuddered ever time he had to take a step, reducing his secure connection by half.

As she watched, her hands clasped together desperately and her weight shifting from one foot to the other as she desperately tried to think of anything she could do to help, the Captain and Erina ran through.

McDonnel ordered Scannell and Erina to keep moving forward with the sealed bulkheads and the two took off without complaint as McDonnell moved to stand at her side, both of them watching his progress in silence as the Doctor's mutterings and self-encouragements filtered over the crackly radio attached to the wall.

"Does that-?"

"It connected to the suit''s communications," Captain McDonnell confirmed and Rose snatched up the radio almost before the woman had finished speaking as she heard the Doctor straining and grunting with pure effort.

"Doctor, how you holding up?" she called into the device, eyes fixed on the tight grip he had on the edge of the airlock. There'd been no time or materials for a safety line, and his precarious grip made her feel sick, but she kept her voice steady.

"I can't- I can't reach it," she heard through the radio and Rose let her eyes slip closed at the pain she could hear in his voice, "I don't know how much longer I can last..."

"Come on! Don't give up now!" the Captain shouted desperately, but Rose ignored her, and let a small smile creep over her face, knowing the Doctor would hear it.

"I believe in you."

He didn't answer and the silence was deafening, but a moment later what a scream of agony combined with effort and sheer frustration ripped across the radio, and she could see his arms through the airlock door as he seemed to be pulling himself back inside.

It was only when her phone rang and she answered it to a cheering Martha that Rose felt she could take a relieved breath and relax.

"It's alive..."

Rose heard the soft realisation over the radio and froze, exchanging a still cheering Martha for the radio in an instant as she returned her gaze to the Doctor's form standing in the open airlock.

"Doctor-"

"It's alive..."

She could hear the amazement in his voice this time, and when she realised that he was gazing out at the sun the wave of fear the flooded through her was echoed by the edge of panic she could hear as the Doctor announced his third warning.

"It's alive!"

The Captain snatched the radio from Rose's frozen fingers and mashed the button on the side before yelling into it frantically, "Doctor! Close the airlock now or that pod's going to smash into you!"

He didn't move for a moment but eventually jerked a step back and hit the re-compression button before dropped to his knees and crawling over to the door that would lead back onto the ship.

"Doctor?" Rose called, taking the radio back from the Captain and watching his frame seem to tense, but he didn't respond, "Come on, Doctor, talk to me..."

"Can't... Just..."

"Alright, alright, just a minute or so until the airlock's repressurise, ok?"

It felt like forever listening to the Doctor pant for breath, seconded only by the eternity she'd spent flying towards the void at the top of Canary Wharf, but eventually the computer announced it had unsealed the door.

 _'Impact projection eight minutes fifty seven seconds. Airlock recompression completed.'_

The Doctor was pulling off the helmet to the suit the moment the computer announced it was safe, crawling towards the doors by the time Rose had hit the door release. She could already see the escape pod approaching, and knew Martha would be as safe as any of them within the next minute, so she focused on the Time Lord desperately crawling away from her and the Captain.

"Is he alright?" McDonnell asked, but Rose didn't have an answer.

"Doctor, tell me what's wrong!" Rose snapped, hoping the sharpness would get some kind of response as she knelt beside him, a hand on his arm gently pressing to turn his frame towards her but she almost reeled back at the heat coming off him.

It was when his eyes cracked open, revealing the hot white light of the sun that her breath escaped her in a shocked exhale, and the Captain staggered backwards in shock.

"Stay away from me!" he snarled, lips curled and for an instant Rose was scared, eyes widening in instinctive panic, but she brushed the reaction aside and grasped his shoulders tightly, letting him know without words that she wasn't going anywhere.

"Doctor! Rose!" Martha called as the pod docked, and Rose flung one hand behind her to keep her and Riley back.

With an obvious struggle the Doctor slammed his eyes closed and all but curled in on himself, dragging strained breath through his teeth, and Rose could feel genuine panic ripping through her mind.

"What happened?" Martha asked from behind her, but Rose was too focused on cataloguing the Doctors reactions as she tried to figure out a way to help him.

"He's infected," the Captain explained, voice fear filled, but her words seemed to draw the Doctor's attention, face snapping towards her voice even as his eyes remained closed.

"It's your fault, Captain McDonnell!" he snarled, and Rose had never seen such quick fire anger in the Doctor before. Normally his rage was deep, slow building and much slower to burn but this was hot and fast and suddenly Rose realised that it wasn't his anger, but the sun's.

"It's alive," she muttered to herself, repeating the words the Doctor had spoken inside the airlock, "You lied about the fusion scoops," Rose exclaimed, and she heard the Captain order Riley to the front of the ship to help Scannell and Erina with the auxiliary engines.

"You mined it's surface for cheap fuel!" the Doctor shouted, his whole frame shaking in pain, frustration or both, and his skin was soaked with sweat, "You should have scanned for life!"

"I don't understand!" the Captain exclaimed.

"Doctor, what are you talking about?" Martha asked, but the Time Lord just rolled in agony, a cry of pain escaping him as Rose brushed his sweat soaked hair away from his face before spinning on her knees to glare over her shoulder at the Captain.

"That star is alive! A living organism that you hurt when you did your bloody scoops! This is it defending itself!"

"You scooped out it's heart, used it for fuel and now it's screaming!" the Doctor bellowed at her, lunging forward and making McDonnell reel back a step, even as Rose caught his tumble forwards.

The Captain was denying the possibility, still not understanding, demanding explanations and Martha was trying to break it down so it made sense to the woman but Rose was more focused on the Time Lord in her arms, she could feel him trembling and knew they were short on time.

"It's living in me!" he cried in response to something McDonnell had said and Rose heard the woman gasp as everything fell into place for her.

"Humans!" the Doctor spat, using Rose's frame to pull himself onto his knees, "You grab whatever's nearest and bleed it dry! You should have scanned!"

"Doctor, come on now, focus... what can I do to help?" Rose asked, her voice gentle in the face of his anger, and her words quiet but somehow he seemed to hear her over the fury in his head, even as McDonnel began making excuses for their actions.

"You need to freeze it out of me; Quickly..." he muttered, taking a moment to rest his head on her shoulder, before attempting to stagger to his feet.

Rose tried to help and in an instant Martha was on his other side, the two of them supporting his frame, keeping him on his feet as he focused on whatever internal battle was happening with the sun's energies.

"How do we-?"

"Stasis chamber. Med centre." Rose answered Martha quickly, tightening her grip around the Doctor's waist and beginning to move them all through the unsealed bulkheads.

"Now that some of the doors are open there's a quicker route, follow me," the Captain offered, and Rose began following the woman without question, trusting that her guilt would keep her honest for the time being.

"You've got to... take it... take it below... minus... minus two hundred..." the Doctor panted, and Rose felt herself tense at his words. She knew he'd felt it but he didn't react.

"You said-"

"Ten seconds."

"What?" Martha asked, and Rose shook her head.

"He can survive minus two hundred degrees for ten seconds. That's it."

Freeze it out of me!" he growled dangerously, his words fading into a whimper of pain as he forced himself to continue, "It'll use me... to kill you... if you don't!"

He staggered, barely able to stay upright but Martha and Rose managed to keep moving forward, dragging him most of the way between the two of them.

"The closer we get... to the sun... the-the stronger it... gets... quickly. Qui-quickly!" the Doctor urged, his words interspersed with groans of pain and short screams of agony as the entity continued to attack it's host to the symphony of their impending demise.

 _'Impact projection seven minutes thirty seconds.'_

* * *

The route Captain McDonnell had taken them from area eleven to the med centre was, Rose had to admit, a much shorter distance, but the Doctor's body writhing in agony and being dragged by her and Martha hadn't actually made the time it took them to get there much less than the previous trip and Rose was growing more and more tense the louder the Doctor screamed.

"Martha, set up the stasis chamber!" Rose ordered as they staggered through the doorway, "Minus two hundred!"

"No one can survive those temperatures-" McDonnell started, but her voice died at the look Rose shot her.

"We don't know how to work these machines, so you either shut up and help, or you shut up and stay the hell out of our way," Rose hissed.

As Martha and the Captain moved to the stasis chamber, the Doctor dropped to his knees with a shout, and Rose followed him down, her heart breaking as the Time Lord all but sobbed in pain.

"Rose..." he choked but she shushed him, brushing away the beads of sweat trailing down his face, before he dropped his head to her shoulder, his frame shaking.

"Martha, help me get him up there," Rose called and while the Captain continued setting up the controls, she and Martha dragged the Doctor onto the stasis chamber bench.

He grasped at her hands desperately, and Rose let him, his grip was bruising but she had no intention of telling him to let go.

"Ten seconds. No more." he gasped and Rose nodded, vaguely aware of Martha moving to help McDonnell.

"I know. Ten Seconds."

"Rose...!"

He screamed her name, his back arching and she pressed her free hand to his skin, letting him know she was there as he seemed to choke on air.

"It's burning me up. I can't control it-" he forced out and she found herself shushing him quietly like she used to with her brother after a nightmare.

"Hey, you won't need to, we're gonna fix it, okay?"

"If you don't... I could kill you," he gasped, and his voice grew firmer, deepening as the words resonated with the entity inside him, "I could kill you all..."

"But you won't," she promised, her voice staying soft and reassuring despite the pounding in her chest as her heart struggled to decide if it was thundering because of fear or simple adrenaline.

"I'm scared," he cried, and she let her fingers stroke across his skin, unsure if it was sweat on his face now or tears, "I'm so scared..."

"Scared? Of a little bit of sunshine? Is that why you never take us to the beach?" she forced herself to tease gently, but his laughter got caught on a scream as his back arched in a fresh wave of agony.

"Don't think I'm gonna let you forget that," she promised, knowing he could hear her even as he writhed.

"It's burning through me, then what'll happen?" he muttered and all Rose could do was let him crush her hand in his, and gently stroke his hair from his face.

"Hush now, focus that mind of yours on something else..."

"Regeneration," he stuttered, and Rose felt like she'd been dropped to minus two hundred, ice flooding her veins "I've not told Martha-"

"We're ready!" McDonnell shouted and Rose let loose a soft sigh of relief.

"Hey, it's not gonna happen today, you've got time, Time Lord. Ready?" she asked and her heart shattered when he whimpered.

"No..."

But the table he was laying on began rolling inside the chamber, forcing her hand away from his face, and pulling her fingers free from his grasp.

Martha punched the required temperature into the keypad and in an instant the Doctor's screams intensified. Without his hand in hers, Rose's panic bubbled to the surface at the sounds, and she had to slam her eyes shut to hold the tears of fear and frustration at bay.

"Minus ten... twenty... thirty... forty... fifty... sixty... seventy..."

The whirring of the machine suddenly died and Rose's eyes snapped open to see a look of shock on Martha's features.

"NO! Martha, you can't stop it! Not yet!" the Doctor shouted form inside the chamber, and Rose could see a layer of frost covering his body.

"What the hell happened?!" Rose choked out, stepping towards the controls, only to see them dead.

"Power's been cut in engineering..." McDonnel said, staring at the door in shock, her head whipping round as Martha took a step towards her.

"Well who the hell's down there?"

The Captain was silent for a moment, and Rose was starting to get the urge to give the woman a Tyler-Slap.

"Leave it to me," she muttered, fleeing the room rapidly, and Martha turned to Rose with such a look of fear that Rose knew she had to keep it together.

 _'Impact projection four minutes forty-seven seconds.'_

Despite the growing grunts of pain coming from the Time Lord once more, Rose took a second to pull in a deep breath and think. It was a two minute run from the med center to engineering, so even if McDonnell got there and no one was in her way that gave them two minutes to get the power back online and freeze the Doctor.

There was no guarantee that the auxiliary engines hadn't been compromised, and the closer they got to the sun the stronger it's control over the Doctor became, evidenced by the screams now coming from the inside of the chamber.

"Ok. Martha, help me pull him out," Rose ordered, and despite the incredulous look the woman sent her she moved to the end of the table and began pulling. The rollers resisted, but between them they managed to get it and the Doctor free of the chamber.

"Rose-" he choked as she and Martha puled him from the table, and his legs collapsed beneath him, leaving him kneeling on the floor.

"He's defrosting..." Martha cried, and Rose nodded before crouching down and focusing her attention on the Doctor.

"Hey, come on genius, you're always bragging about being able to think of multiple things at a time, so what's going to placate this sun, hmm? How do we apologise?"

The Doctor panted for a long moment, his hands grasping at her upper arms just to stay upright, but it was when they clenched against her hard she knew he had the answer.

"You and Martha have to get to the front of the ship, vent the engines. The sun particles in the fuel, get rid of them!"

"We can't leave you!" Martha cried as the Doctor cried out in agony once more.

"You've got to give back what they took!"

"Doctor!"

"Please!" he whimpered, and Rose nodded for Martha to run. It only needed one of them to pass the message. In the same way neither of them had known how to work the stasis chamber, neither she nor Martha knew how to vent the fuel.

 _'Impact projection four minutes oh-eight seconds.'_

"Rose... I've only got a moment..."

"You're not going to hurt me, and I'm not going anywhere," she told him, and that seemed to be all the fight he had spare for her as a moment later he let his head fall to her shoulder as his frame convulsed in pain. His hands still grasped at her upper arms and Rose let her hands rest on the back of his neck as he interspersed his screams with sobs.

* * *

 _'Impact projection two minutes fifty-seven seconds.'_

Following the shorter route that McDonnell had guided them down, Martha made quick work back from the med centre to area eleven, and blew out a relieved breath when she saw that the bulkhead doors had been swung wide, giving her a clear run through to the front of the ship.

Passing through each area rapidly, her mind had nothing to focus on but the pounding of her feet against the metal and the Doctor. She realised somewhere between area's seven and five that, even though the message did need passing on it could have been done over the communications panel. He'd been trying to get her and Rose away from him, and she growled under her breath at the stupid alien.

She briefly let herself wonder if Rose had known what he planned, and then realised that of course Rose had known, that's why she'd stayed behind. Knowing that the blonde understood him well enough to predict even his stupidest plans actually reassured Martha and she forced herself to run faster, almost falling into the room holding the auxiliary engines as the toe of her boot hit the doorway.

"Vent the engines!"

Riley caught her, barely, and she stumbled into his chest even as she started looking around the room at the slumped shoulders and despondent expressions.

"What?" Erina asked, their confusion mounting, but before she could clarify her demands the ship wide intercom activated.

 _"Riley, Scannell, Erina... I'm sorry..."_ The captain's voice came over the intercom, and Scannell's face paled suddenly as he made a dash for the comms.

"McDonnell? McDonnell!"

 _'Exterior airlock opened.'_

The room was silent as everyone began to realize what had happened and Erina collapsed against the nearest wall, a hand pressed against her mouth to stifle a sob.

"It's no use, the engines won't start, we've got minutes left..." Riley said softly, but Martha shook her head and pushed away from him, moving further into the room and now competing with the crew's grief on top of everything else.

' _Primary engines critical. Repeat. Primary engines critical._ '

"You've got to listen to me," Martha tried, struggling to keep her voice calm despite the panic clawing at the back of her mind, "The engines won't start because the fuel is contaminated like Korwin and Ashton... It's because the sun's alive! You're using it for fuel and it's attacking, you've got to dump the fuel!"

 _'Survival estimate projection; zero percent. Impact projection two minutes seventeen seconds.'_

"Even if you're right," Scannell started and Martha's hands clenched into fists and he raised his hands, "Listen... If we dump the fuel we'll have nothing to get away from the sun!"

"What about the reserves?" Riley asked, stepping up next to Martha and Erina pushed away from the wall.

"You had me fill them at the last planet," she said to Scannell, "They might give us just enough to pull out of orbit..."

Scannell stared at Erina for a moment, and then glanced over Martha's head to lock eyes with Riley as the computer announced it's latest update on their situation.

 _'Impact projection one minute twenty-one seconds.'_

"Fly on fumes!" Martha finally snapped, "For gods sake, if you don't dump it, now, we're all dead!" she shouted back, and after a moment everyone snapped into motion, moving to follow her orders as she silently prayed for the Doctor and Rose to hold on.

* * *

 _"Riley, Scannell, Erina... I'm sorry..."_

Captain McDonnell's voice over the ships communications made Rose press her eyes shut, and Scannell's panic filled voice shouting the woman's name sent chills down her spine as it echoed throughout the ship and got no answer.

 _'Exterior airlock opened.'_ the computer announced, but it was the way the Doctor's frame stilled suddenly that scared Rose the most. Something in her gut knew that the woman was dead as well as whichever infected crew member she had been dealing with.

That death seemed to satisfy the entity in some way, halting it's ravaging of the Doctor's form, at least momentarily, and she worried about what it would mean when the attack on him continued.

"Come on, Martha," she whispered, stroking her fingers through the Doctors sweat soaked hair unconsciously, as he panted for breath.

Suddenly the Doctor reeled away from her, pushing against her and knocking Rose back as he spun away and began crawling. Landing hard on her back Rose scrambled to her feet, breathless as she watched him grasp at the air, reaching for anything to hold onto.

"Doctor..." she called as his hands wrapped around a large metal medical contraption, and he began slowly and with great effort, pulling himself to his feet.

"Doctor, what are you..."

' _Primary engines critical. Repeat. Primary engines critical._ ' the computer cut her off and Rose couldn't stop her eyes moving over to the communication panel as she prayed for Martha to run faster.

She wiped the sweat from her own face, before turning back to the Doctor, forcing herself to ignore the computer still monotonously reeling off warnings.

 _'Survival estimate projection; zero percent. Impact projection two minutes seventeen seconds.'_

"It's just an estimate," Rose said, taking a step closer to the Doctor who's managed to pull himself to his feet, and pointedly ignoring the stiff way he was holding his frame, "The computer doesn't know what you and I do, eh?" she said gently.

"Rose..." he growled, and she froze at the urgency in his voice before taking another step closer and letting her hand rest on his shoulder. He shuddered beneath her hand, the tremble travelling across his whole frame as he grasped firmly at the metal contraption that seemed to be keeping him upright.

"I can't fight it-"

Rose didn't know what to say to that admission, so said nothing, just keeping her hand on his shoulder as he shook. There was no point in telling him to keep trying. If he said he couldn't then he'd reached his limit, she knew.

"Fuel dump. Give it back, or..."

"Or what?" she whispered as his frame stilled and he slowly straightened from the pained slump he'd been in.

"... Burn with me..."

Going against every instinct in her body, Rose stepped closer to the Doctor, and wrapped her arms around his waist, pressing her face between his shoulder blades.

"Burn with me, Rose."

"We've both burned before, Doctor," she said, her voice was gentle but there was no way she could hide the fear there now, "Today is not the kind of day where it needs to happen again."

 _'Impact projection one minute twenty-one seconds.'_

"NO!"

The scream torn from his throat shook his whole frame, and Rose could not have honestly said whether the cry came from the Doctor or the Entity, but he didn't spin in her grip and attack her, and his hands came up to her still wrapped around his form and grasped at them tightly. Whether to keep them there, or tear them away was something else she knew she would never know the answer too, but Rose clung to the Doctor, her own tears mingling with sweat as she hid her face against his spine while he staggered a step and then two towards the doors of the med center.

 _'Life support systems reaching critical. Repeat. Life support systems reaching critical. Impact projection one minutes oh-six seconds.'_

She knew the computer was reeling of more statistics, but the same strange calm that had washed over her inside Professor Lazarus' machine swept over Rose just then.

Once again, inside her mind, she decided that while she didn't want to die, at least if she did she would be with the Doctor. He was still walking through the door of the med centre into the rest of the ship, one staggering step at a time with her clinging to his back, and yet he hadn't turned to attack her, and she suspected it was because she wasn't actually trying to stop his advance.

With less than a minute to impact they were either going to survive or not, and there was nothing the entity inside the Doctor could specifically do to affect the outcome one way or another. With another sharp cry and a long low groan of effort, the Doctor slumped, slipping slowly to his knees and Rose went with him, not daring wonder what the cause was, just staying with him either way.

 _'Impact averted. Impact averted. Impact averted.'_

She could hear the computer, but it took a long moment to register what the words meant. It took Rose even longer before she felt brave enough to check on the Time Lord still wrapped in her arms, but after a steadying breath she could feel his thumb brushing over the back of her hands as they encircled his waist and she let out a relieved sigh that choked on a sob.

Rose let herself hold onto him for another moment while she made sure she wasn't about to burst into relieved tears, and the Doctor made no move to pull away but eventually she slowly released him and pulled back, climbing carefully to her feet, and moving around to study his features.

He looked tired, she thought as he stared up at her from his position still kneeling on the grated floor and she held out her hands to help him up.

The Doctor offered a lopsided grin as thanks, before accepting. He staggered slightly and he had only just regained his balance when Martha came flying down the corridor towards them, launching her arms around the Doctor in a relieved hug that made Rose smile.

"You saved us all Martha, thank you," Rose said when the two finally parted, and ignoring the shocked flush on Martha's face, she wrapped the woman in a hug of her own, laughing softly when the Doctor joined in by hugging them both, his manic little giggle in her ear doing more to reassure her of their safety than anything else.

* * *

Scannell, Riley and Erina caught up with the three travellers as they made their way through the ship to area thirty, the group now eager to get back to the Tardis.

The Doctor had left the borrowed spacesuit behind in the med-bay, and despite his reassurances that the time ship was fine, Rose was eager to check on the old girl herself.

Glancing around, she could see Riley and Martha chatting away, and even Erina and Scannell were more comfortable with one another than they had been less than an hour previously, and Rose couldn't help smiling at the sight.

"What?" the Doctor asked softly, and she jumped slightly, before turning to study face him.

"It's just amazing how a near death experience can bring people together," she admitted and the Doctor glanced over everyone for a moment before smiling.

"Human resilience," he said, his smile widening into a grin, "brilliant!"

"Now that sounds more like you," Rose said, grinning back at him and he scooped up her hand easily, as they led the way into area thirty and opened up the, now much cooler, venting chamber.

"That is never your ship," Scannell announced upon seeing the Tardis, and the amused disbelief written all over his face made Rose grin.

"How do you all fit?" Erina asked, but no one answered her question.

"Isn't she gorgeous?" Rose all but purred, leaning against the side of the ship as the Doctor released her hand to take a quick dart around the back of the old girl, checking her over for damage.

"Compact, eh?" the Doctor said, as he reappeared on the other side of the ship, brushing some black marks off her paintwork with his hand as he stepped back around to the front, "and another good word, 'robust'... barely a scorch mark on her."

His features softened as he gazed at the Tardis and Rose let herself smile at the Time Lord beside her, "just as you promised".

He shot her a grin before turning back to face the crew.

"We can't just leave you drifting with no fuel..." Martha said, but Riley shook his head.

"We've sent out an official mayday," he explained, crossing his arms with a sigh, "the authorities'll pick us up soon enough."

"Though, how were gonna explain what happened..." Scannell said, and Rose spotted Erina slip her hand into the engineers.

"Just tell them the truth," the Doctor said, opening the door to the Tardis as he spoke, "That star needs care and protection, just like any other living thing."

With that he stepped into his ship, and Rose quickly followed him inside. She heard Riley stop Martha, and pushed the door to so that she wasn't locked out but it gave them some privacy.

"You know, if anyone else had gone through what you did they wouldn't want that sun getting care and protection," Rose said as she moved up the ramp to lean against the console beside him. She saw the frown on his features, the shadow behind his eyes but at her words he just shrugged.

"It wasn't it's fault, it was in pain... It did what it thought it had too," he explained and Rose smiled.

"Yeah, s'just..."

"What?" he asked her glancing up and folding his arms, and suddenly Rose found herself having his complete attention. Hands off the controls, eyes locked on hers and her breath caught in her throat.

"I've missed it," she finally managed to whisper, and the Doctor shook his head slightly, making her smile, "Your... compassion, I've just... missed it." she explained gently and a slow smile crept over his features making his eyes sparkle.

"So!" Martha said as she stepped into the Tardis, the sound of the door closing snapped the Doctor's eyes away from Rose and he moved around the console flipping switches as Martha bounced up the ramp, "didn't need you two in the end, after all!" she teased.

Rose spotted the Doctor's hands hesitate on the controls, but he kept moving a moment later. The silence seemed to tip Martha off though and she winced.

"Sorry, that was... How are you both doing?" she asked, her voice a bit subdued, and Rose offered her a smile.

"We'll live, I'm sure-"

"What do you say to some ice skating on the mineral lakes of Kurhan?" the Doctor said loudly, cutting Rose off quickly and she shot him a glare.

"Rude,"

"Fancy it?" he shot back, grinning at both her and Martha unapologetically, and Martha rolled her eyes.

"Sure. Whatever you'd like," she said, shifting slightly to face Rose so that the Doctor couldn't see the hurt there and Rose sighed. There was no way Martha hadn't seen the Time Lords patented avoidance, and Rose watched him study the other women's tense shoulders for a long moment before sliding a small panel open on the Tardis console and pulling something out.

"By the way," he continued, his voice soft and serious, "you'll be needing this."

Rose tried to hide her own smile when she saw the Tardis key hanging from a chain, knowing he didn't deserve to get out of trouble that easily, but as far as apologies went, that was a pretty good one. She nudged Martha's foot with her own and tried not to laugh when the other woman turned and Martha's jaw dropped at the sight of the key.

"Really?" she breathed, and the Doctor smiled.

"Frequent fliers privilege."

Reverently, Martha held out her hands, as though scared to actually take hold of the thing and the Doctor gently lowered the key into them, smiling as she gazed down at it in open amazement.

"Martha," he said softy, drawing her eyes back up to his, "thank you."

"Don't mention it," Martha said, returning his soft smile before turning back to Rose.

"I'm gonna go phone mum," she said, clutching the Tardis key to her chest and Rose grinned and nodded as Martha drifted past her and out of the room on a cloud.

"Now that was a good apol-"

Rose cut off her own words when she turned to face the Doctor only to find him already staring at her intently.

"You should have left with Martha," he finally said after a long moment, and Rose raised an eyebrow at him before placing her hands on the Tardis console and leaning forwards.

"How many times?" she asked softly, and he frowned at her.

"What?"

"Great big Time Lord brain, tell me how many times you've sent me away." Rose demanded gently, watching as his hands flexed against the console.

"I don't-"

"Don't tell me you don't know, Doctor... I know... I've counted." Rose kept her voice carefully free of any blame or anger, and stayed purposefully calm. "If I know, then I'm sure you know, so tell me... How many of the times you sent me away did it keep me safe?" she asked and he lowered his eyes to the buttons and switches in front of him.

"Spinning towards the sun, almost certain death, and the Tardis unreachable?" she asked, pushing off from the console and moving to stand next to him, before letting her hip settle against the edge of the Tardis controls, her eyes focused on his features.

"If I was going to die, it wasn't going to be at the other end of the ship from you," she finished, and his eyes snapped back up to hers, studying her intently and she let him look. She held his gaze until she saw something shift and relax and then she let herself blink.

"Was it telepathic?" she asked gently and his shoulders slumped as he nodded, "I suppose it had to be, s'not like it had a mouth to speak with..."

"There was just... so much pain," he admitted softly, and Rose took his hand gently, "Everything's a bit... hyper sensitive right now..."

"Like after having a migraine?" she asked and he shot her a soft smile at her almost instant understanding before nodding. They stood in comfortable silence for a long moment before Rose pushed herself off the edge of the console and tugging gently on his hand to make sure she had his attention.

"Tea?" she offered, "I don't know about you, but I could do with some hydrating before our next adventure."

He blinked at her for a moment before huffing a soft laugh, and flipping the lever she knew would settle them into the vortex for a while.

"Sure," he agreed, and keeping his hand in hers she tugged him away from the console and into the hallways of the Tardis.

"If we ask her really really nicely, she might even have the kettle boiling for us when we walk in..." Rose mused aloud, and the Tardis' hum changed pitch, drawing another chuckle from the Time Lord.

"Not if I asked her," he grumbled playfully, and Rose shot him a tongue-touched grin over her shoulder as they stepped into the kitchen to see two mugs laid out and steam curling from the kettle.

"Well I don't hit her with a mallet," Rose told him, letting go of his hand so she could finish making the tea the time ship had started. She made a third one for Martha, and when she turned her back to give the Doctor his, Martha's mug disappeared from the kitchen, and she sent a mental wave of thanks to the ship.

"What?!" the Doctor yelped, slopping tea across the table and Rose spun around to stare at him in surprise.

"What?" she asked, and she grew more worried as his jaw worked on nothing and no sound emerged.

"Doctor, what's wrong..."

"You... was that you?" he asked, and she blinked at him for a moment before feeling her face flush as she realized he'd either felt or sensed the telepathic contact she'd shared with the Tardis.

"Oh bloody hell, I'm sorry!" she muttered, sinking into the chair opposite him, "I didn't think... yes, it was. I probably just broke about a dozen telepathic social rules, but-"

"How are you telepathic!?" he squeaked, cutting her off, eyes wide and Rose huffed out a breath and waved for him to sit down as she considered where to start.

"Okay... so, first of all Pete's world runs a bit ahead of this universe, like about six to nine months ahead," Rose started as the Doctor slowly sank into the chair across from her, eyes still wide as his mind split itself between listening to her story and trying to work out the solution to the current Rose Tyler conundrum himself.

"Additionally, we had frequent non-hostile contact with aliens and Torchwood was instrumental in arranging trade agreements,"

"Torchwood, or you?" the Doctor asked, raising an eyebrow at her and she scowled.

"Torchwood. I just... helped with translation. I don't know how she managed it, but the Tardis never really stopped translating for me." Rose spared a moment to pat the wall before continuing.

"So, anyway... over the years we had a lot of visitors and one of them, the Jukstan, were telepathic..." she paused long enough for the Doctor to nod, indicating he knew of them, before she continued once more, "They found human minds too noisy, and wouldn't trade until we'd learnt to quiet our thoughts... Took them a while to realise that none of us knew what that meant, but one of their emissary's agreed to teach a small team from Torchwood who were 'telepathically sensitive'... Turns out, I was one of them."

Rose shrugged, letting her fingers trace the rim of her mug as she waited for a reaction, but when the Doctor stayed silent she slowly raised her eyes to his.

"But, controlling your thoughts and doing what you just did are two completely different things," he said slowly, frowning in confusion and Rose bit her lip.

"Well, the Jukstan who taught us, Narselle, she showed us how to keep other telepaths from reading our surface thoughts, and how to recognize if someone was trying to get in deeper, yeah?" Rose explained and the Doctor nodded, "So, ever since I stepped into Martha's flat I've felt the Tardis knocking on my brain all the time... reaching out in response just seemed... to make sense."

Rose took a drink of her tea as the Doctor continued to stare at her, and she bit her lip nervously, "It makes my head hurt if I do it too much, but... I'm sorry if I wasn't supposed to. I'm usually much better at asking about telepathic social cues, but the Tardis just feels so much like home I-"

"No! no, no, no that's not- It wasn't a problem, Rose, especially since she initiated contact, no I'm just... surprised, amazed... I promise, you've done nothing wrong," the Doctor reassured quickly, suddenly realising where her nerves had come from and grabbing her hand quickly as though to make sure she didn't pull back any further.

"Humans showing any telepathic aptitude are so rare... For you to be able to reach out to the Tardis..." he just shook his head and Rose bit her lip nervously

"So... you're not angry?" she asked and he couldn't help but grin at her, and she returned it with a smile of her own at his soft reply.

"Not even a little."

* * *

Stepping out of the control room, Martha didn't wait until she reached her room before pulling out her phone and hitting the contact details for her mum. A part of her still didn't believe that she'd be able to call from the middle of the time vortex, and she found she was holding her breath as the phone rang quietly against her ear.

"Hello?"

Her mum's voice over the phone brought Martha to a dead standstill in the Tardis corridor, and a moment later the ship moved her bedroom door to the wall beside her.

"Mum? It's me... It's Martha," she said, pulling the phone away from her ear to stare at it for a moment in awe. She put it back in place quickly so she could hear her mum's response, and with a distracted pat to the wall as a thank you to the time ship, she stepped into the bedroom she'd been given.

"-Don't you check your messages? I've been calling you!" she heard her mum snap down the phone, and let out a sigh.

"Yeah, sorry... I think something must be up with my machine. Calling my mobile's probably the best way to get hold of me right now," she offered, and could almost visualise her mum shaking her head in frustration.

"Well, listen, we need to talk about that Doctor you brought to Lazarus Labs..."

"Oh come on, mum... do we need to do this right now?"

"Yes!" her mum snapped down the phone and Martha sighed, collapsing to sit on the bed, her shoulders slumping wearily as she resigned herself to the lecture she was sure her mother was about to give, "You wouldn't give me any straight answers last night, so the least you can do now is tell me about him." the woman said and Martha was surprised enough at the reasonable tone her mum was using that she agreed instantly.

"Uh, yeah... sure, what do you want to know?"

"Well, what's his name?"

Lie number one, Martha thought to herself, wincing at the useless pseudonym the Doctor often used.

"John Smith, his parents thought it was funny. S'why he usually just gets called the Doctor..."

"What field of medicine is he in?"

"Uh, he's not..." Martha said, frowning as her mum continued without so much as a pause. Like she'd already known the answer. Martha had expected complaints about the generic name, but wasn't about to look a gift horse in the mouth, "He'd a Doctor of, uh... physics," she explained, watching a physic's book appear on her bedside table along with a steaming mug of tea, and grinning up at her bedroom ceiling in thanks.

"And what sort of danger does a Doctor of Physic's encounter?" Francine asked, and Martha froze, suddenly feeling like a teenager caught sneaking in at four am.

"Danger?" she asked lightly, and she heardher mum sigh.

"I was warned at Lazarus labs that he was dangerous-"

"Mum-"

"No, listen a moment, and that Lupin woman had some choice words for me after you ran after Doctor Smith like a child,"

"Mum!"

"She said that he had been known to send people away if the situation became too dangerous... I'm sure she was trying to reassure me, but it got me thinking instead, so you tell me, what kinds of dangerous situations does a Doctor of Physics get himself into?" she asked and Martha was silent for a moment before shrugging, as though her mum would be able to sense the movement though the phone.

"Honestly? I wouldn't know... Some of his experiments look pretty precarious if you peer through the door to his lab, but I don't understand enough about physics to want to investigate them," she wracked her brain for anything she could think of that would stop her mum digging, and the only thing she could come up with was the story Rose had thrown at them when they interupted her interrogation of Richard Lazarus.

"Maybe Mal Lupin knows more about his experiements than I do, I know they met at a conference in Norway about the theory of interdimensional travel-"

"That's ridiculous," her mum cut in and Martha laughed softly.

"Maybe, but think about it, if that's the kind of experiments he's doing, I imagine they'd have the potential be pretty dangerous... but I'm not involved in any of that, mum.. he's just a friend and Mal and I spoke a bit last night too...

"Then why are people contacting me and telling me all these insane theories about-"

"Mum... look, would you feel better if you met him again, like... not when we're being chased by an insane science experiment?" Martha offered, wincing even as the words escaped her, and he could tell her mum was surprised by the sudden silence on the end of the phone.

"Actually, I think I might," Francine said slowly, as though execting Martha to retract the offer, and part of her wanted to, but she forced herself to nod and keep her voice light.

"Alright, well... How about... Friday... uh, April 13th, that'll give me a few days to make sure he can make it-"

"Mal Lupin as well?" Francine asked and Martha almost sighed in relief. At least with Rose there, the blonde could make sure that the Doctor didn't make too many mistakes with her mother.

"Uh, sure, I can ask... I don't know her that well yet, but I'm sure the Doctor could pass on a message," Martha offered, wincing at the fresh lie and Francine hummed softy.

"Alright then," she finally agreed, and although Martha could hear the suspicion in her mum's voice, she also knew that this meal was her best chance at placating the woman.

"Okay, so... look, I'll let you know if we can't make it, I don't know what experiment's he's got running-"

"But you'll come on Friday anyway, yes?" Francine asked, and Martha could tell it wasn't really a question so she sighed, and nodded.

"Sure. I'll see you Friday mum... and, look... promise me it's not going to be the bloody inquisition?" she begged, but her mum didn't answer.

"I'll speak to you later," the woman said easily, adding a gentle "love you," before hanging up, and Martha let out a long groan,before flopping back on her bed and wondering how the hell she was going to explain dinner with her mother to the Doctor and Rose.

Before she even attempted that, she decided, she was going to take a shower, change into some clothes that weren't soaked through with sweat, and drink that tea she was sure Rose had sent to her room.

* * *

After their third cup of tea in the kitchen, Rose and the Doctor each took a quick break to clean up before meeting back in the library. The Doctor had brought a fresh pot of their favourite drink, and Rose had brought her large fleece blanket and changed into her pyjama's.

As they settled on the sofa, fresh cups of warm tea in their hands, she told him about first contact with the Jukstan's. She shared several stories about how, with the Tardis still translating for her, she had helped negotiate not just trade agreements but peaceful solutions to potentially hostile first contacts and how the technology in Pete's world had advanced in leaps and bounds with the unique combination of trade and peaceful arrangements between the Earth and other planets.

While the Doctor's curiosity was snapping up the stories Rose shared, his questions kept coming back to her development and use of telepathy, and Rose couldn't really tell whether he was fascinated or simply fixated. After the third time he brought it up though, she shot him a carefully neutral glance from where she had settled in the corner of the sofa, the fleece blanket laid over her legs with her sock clad feet extended towards the crackling fire.

"So, if we're talking about telepathy, what's the Time Lord etiquette on the subject?" she challenged slightly, watching him flush and rub at the back of his neck nervously.

"Well," he hedged slightly, "it wasn't really discussed outside of the family. It's a bit personal. Mostly Gallifreyan's were touch telepaths, so there was a level of, uh, intimacy... implied..."

"So, it wasn't an everyday occurrence...?" Rose asked slowly, and the Doctor frowned as he considered her question.

"As a race... we were all aware of each other. I told you once before, I'd know if there were any Time Lords left... that vague sense was everyday, I suppose, but anything more was... unusual."

Rose frowned slightly in thought and he waited for a moment before prodding her gently, "what is it?"

She hesitated, and the Doctor tipped his head curiously, placing his mug next to the teapot on the coffee table beside the sofa before turning his full attention on Rose.

"S'just... You went into Reinette's memories, didn't you?" Rose asked carefully, worried she was crossing a line by asking, but the Doctor smiled a little.

"One way contact... or it was supposed to be," he added, his smile vanishing, "What she did, going into my head like that was..." the Doctor shivered sightly and Rose frowned.

"Sorry."

"No, it's... She didn't know any better, but it was... disconcerting, not having invited her in," the Doctor explained gently, "and... if you've got the potential to utilize telepathy, you really should know the rules," he explained, eyes starting to sparkle as he seemed to focus on her abilities once again.

"No broadcasting your thoughts except in emergencies, no entering someone's mind without permission-" Rose started reeling off and the Doctor laughed, shifting the fleece blanket until he could drape it over himself as well as Rose, before proceeding stretch out along the sofa with his head in her lap, making her jump in surprise, and move her now empty cup to the table beside the sofa.

"Oi!" Rose yelped, but the Doctor didn't even bother apologizing as he made himself comfortable and began his lesson.

"Those are the main ones... One-way contact with permission is usually acceptable because both parties are inside one mind. If I went into your head, for example, you'd still be in full control of what I saw because it's your mind, but a shared connection can give each visiting party unrestricted access. You would be bombarded with the information in my mind, too busy to focus on controlling your own thoughts, and vice versa. It's deeper, more personal, and can be dangerous..."

Rose stared down at him for a long moment, wondering if she should protest him using her as a pillow, but decided against it when he flicked those brown orbs up to meet her eyes almost hesitantly. Instead she huffed out a sigh and let her chin rest on one hand, her elbow on the arm of the sofa as she let her other hand land on his chest.

"and that's the one that's rarely done, yeah?" she confirmed, keeping her voice forcefully light and he beamed up at her.

"Yup."

"So... here's a question," Rose asked softly, "If you're a touch telepath... I mean, we've been holding hands from the moment we first met-"

"I never went into your head," he answered quickly, frowning and Rose smiled.

"No, but... I mean, surface thoughts aren't always pretty," she said slowly, thinking of Tosh's experience with surface thoughts, only a couple of weeks ago, but the Doctor slipping his hand over hers as it rested against his chest drew her focus, and she flicked her eyes between their linked hands and his eyes a couple of times as she waited patiently for him to explain.

"I don't hear your surface thoughts," he promised softly, "I'll admit, when we me... I was fresh out of the Time War and my mind was screaming for telepathic contact. The silence was deafening, and when I grabbed your hand in the basement of Hendricks, the buzz of another mind was like an echo of what I'd lost... but I would have had to intentionally reach out to read anything from you and I never did."

When she frowned in confusion, he just smiled and hummed softy as he tried to think of an analogy that would make sense to her.

"You know when you're standing in a busy high-street. You can hear hundreds of people, all of them talking and moving, but if I asked you what any of them were actually talking about..."

"I wouldn't have a clue," Rose admitted, and he watched as the light of understanding went on behind her eyes and she grinned down at him, "It's just a meaningless buzz of noise."

"But if that same high-street suddenly went silent, oh! Like when the Lumic's earsets activated for the daily upload on Pete's world! Remember?"

"Creepy, and weird?" Rose asked, and the Doctor nodded, "That's what it's like inside your head?" she asked, and he nodded again.

"and... touch helps?"

"Well, it used to," he explained softly, shooting her a wry smile, but it faded in the face of her growing frown, and the Doctor found he was suddenly nervous, as he flexed his fingers around her hand gently.

"In the same way you contact the Tardis," he explained, "Just.. reach out... but gently," he warned, and a moment later he could feel Rose brushing hesitantly against the barriers of his mind, and blinked slowly, forcing himself not to let her in.

"There's... nothing? It's just... silent...?" she half asked, and he smiled.

"I'm shielding my thoughts, the same way you are right now... so I'm just getting silence."

Rose studied his features intently, the only sound in the library the crackling of the fire, and he let her. She had no idea what she was really looking for in his expression, but something in her chest loosened and Rose let herself purposefully relax her control on her thoughts. The moment she did the Doctor's eyes fluttered closed as he let loose a surprised sound in the back of his throat. She waited for a moment, expecting him to open his eyes again but he didn't, just lay silently with his head in her lap and her hand wrapped in his.

"You didn't have to do that," he murmured eventually, just as Rose had started to relax and let her eyes begin to wander around the familiar library, and she smiled to herself softy when the Tardis placed a book beside her that Rose had been reading the day before.

"Nope," she agreed, using her free hand to flip the book open to continue reading, "but maybe I wanted to."

* * *

 **A/N:** _Just a_ _Quick Note... In the Episode 42, Francine ask's Martha to come to dinner and Martha asks what day it is. Francine then tells her it's election day. The phone conversation in my story is NOT happening on election day. I spent several very frustrating writing sessions figuring out a workable timeline based on original air dates of episodes, a calendar of 2008, the location of 'Vote Saxon' posters in episodes and the British parliamentary processes to make sure I could fit everything in and still be as 'canon' as possible._

 _Election Day, at least in my fic, is May 2nd._


	20. Four Things and a Lizard

It was hours later when Rose heard movement at the library door, and she knew that the Doctor had long ago slipped into a deep sleep, his hand still wrapped around her own as she steadily worked through the book the Tardis had provided.

She turned her head slightly to shoot a grin at Martha, but the woman had stopped dead at the end of the sofa, her jaw dropping open in shock.

"Oh... my god," she whispered, and Rose blinked at her in surprise, "Is he... sleeping?"

"Umm..."

"I didn't realise Time Lords slept... He never seemed to stop... long enough..." Martha continued whispering even as she moved to the armchair next to Rose's spot on the sofa.

"Time Lords sleep," Rose defended the alien gently, trying desperately not to laugh, "but they don't need as much as us... from what I can tell maybe... four hours a fortnight?" she half guessed, putting her book down gently and Martha just shook her head as she continued to watch the sleeping Time Lord for a moment.

"You alright?" Rose asked Martha, drawing the other woman's gaze and Martha blew out a breath as she mentally shook herself off.

"Yeah... Got a bit of a problem with mum... she wants to meet John Smith, Doctor of Physic's, and Mal Lupin..." Martha said, grimacing slightly, "You mentioned dangerous situations and she wants an explanation."

Rose studied Martha intently, and after a moment the medical student shifted in her seat, "What?" she asked, still keeping her voice quiet so as not to disturb the sleeping Time Lord.

"Someone has been giving your mum information about the Doctor, I could tell just from what she said when we were at Lazarus Labs,"

"Who?" Martha asked, and Rose sighed softly.

"If I knew that I'd be less worried than I am," she admitted, biting her lip as she glanced down at the tousled brown hair resting in her lap.

"But... I mean... she can't know he's... that we're..."

"Martha," Rose interrupted softly, "I don't know what your mum knows... but whatever she _thinks_ she knows is enough to worry her... Have you considered telling her the truth?"

"What? That I'm travelling time and space with a nine hundred year old alien called a Time Lord?" Martha asked, and Rose raised an eyebrow at the underlying sarcasm. She considered the woman for a moment, hesitating, but eventually Rose took a deep breath to brace herself as she began telling Martha about her own mum's introduction to alien life.

"My mum found out I was travelling with an alien when the Doctor brought me home a year late... He got the Tardis landing wrong, and I thought I'd been gone twelve hours... For my mum, it'd been twelve months and all I could think was... 'How can I _possibly_ tell her?" Rose admitted, "How do I explain to my mum, whose lived on a council estate for nineteen years, cutting hair to make ends meet, that I ran off in a time machine without so much as a goodbye?"

Rose offered Martha a smile, before continuing, "I was sure she wouldn't understand..."

"But... she did?" Martha asked hesitantly, and once again Rose struggled not to laugh as she remembered the look on her mothers face the first time she'd seen the inside of the Tardis.

"He landed the Tardis in front of her. Full materialisation from nothing-"

"Oh, he didn't!" Martha whispered sharply, and Rose grinned.

"Not on purpose, which made it even worse... I came inside to warn him, mum followed, and then she reported him to the government..." Rose sighed then and shook her head slowly, "Look... my point is... It's not as though you're going to be asking her to believe in aliens without having the proof to back it up, and it'd be better if she heard it from you instead of someone else... especially since we already know that someone is feeding her information, yeah?"

Martha was silent for a moment as she thought about Rose's words but eventually she nodded, "Yeah... I guess... It's just, well... you met my mum... she's a force of nature. She's not going to like this."

"I get it," Rose said softly, nodding, "My mum didn't like the Doctor at first... but he doesn't have a chance of changing your mum's mind if she's only given half the story... and this life _is_ dangerous, she's not wrong about that," Rose admitted and Martha nodded slowly.

The two sat in a companionable silence for while as Martha sank into her thoughts, and Rose wondered if the woman was thinking about being stuck inside an escape pod falling into a sun. Or if she was remembering the calls of exterminate from Daleks... or if she was remembering the sight of Earth from the surface of the moon.

Eventually though, Martha's shoulders straightened and she let out a resigned sigh before raising her eyes from her hands, back to meet Rose's steady gaze.

"So... will you help me convince him to come to dinner with my mum?" Martha asked, wincing even as she said it, and Rose wrinkled her nose.

"First of all, don't call it a dinner with your mum... or we'll never get him there," she admitted softly, "We'll have to pitch it like... like a necessity, for your continued travel. You can't lie to your mum forever, after all,"

"So..."

"Course I'll help, Martha," Rose said softly, "but I don't think he's going to be as difficult to convince as you think he is," she admitted softly, and Martha frowned.

"Why not?"

"Because I'm already awake," the Doctor muttered, and Martha couldn't stop herself jumping in her seat.

"What? How long-?"

"Not long," the Doctor sighed, releasing Rose's hand reluctantly to rub at his eyes and Martha glanced between the sleepy Time Lord and the affectionate look Rose was sending him while he was distracted.

"Five hours, thirty two minutes..."

"You obviously needed it," Rose cut in before the alien could complain about the time wasted but the Doctor simply grunted in response.

"So, why am I being subjected to domestics?" he grumbled, slowly pulling himself upright and into a seated position, pulling away from Rose as he struggled not to flush at both his companions having seen him in such a vulnerable position.

"Because Martha shouldn't need to lie to her mum, and I want to know whose been feeding Francine Jones information about you," Rose explained, shifting into a more comfortable position now that she wasn't being used as a pillow.

The Doctor blinked at Rose owlishly for a long moment. Fragments of information from Lazarus Labs, that he'd brushed away at the time as unimportant, were beginning to slot together inside his mind and he frowned as he realized that Rose had remembered them, and they had worried her.

Her instincts had always been impeccable, right from their first alien encounter with the Nestene Consciousness, and she'd had years to hone those instincts into an incredibly powerful tool. If Rose was worried, then he knew there was something to Francine Jones' behaviour that he needed to pay attention to.

Moving his gaze over to Martha, her hands clasped together as she impatiently waited for him to decide, he could see the pleading look that bordered on desperation in her face and rolled his eyes with a long suffering sigh.

"Oh all right then," he conceded, watching with amusement as Martha stared at him openly before squeaking in surprise.

"Really?!"

"Really, really," he sighed, pointedly ignoring the pleased smile Rose was shooting at him from her spot in the corner of the sofa, "So... when and where are we heading?" he asked, pausing when Martha hesitated and Rose laughed softly.

"You might be fully re-energized, but I've not slept yet, and I doubt Martha has either," Rose explained, glancing at the medical student who nodded her agreement.

"You've got at least a few hours on your own to tinker with your time machine," Rose teased, standing and stretching her back, before pulling the abandoned fleece blanket around her shoulders. The Doctor felt his breath catch as he watched her tuck the blanket around her frame, her soft blonde hair messy from being left to air dry in front of the fire, but when she turned to offer Martha a hand up from the chair, he found he could breathe again and mentally shook himself.

"Oh I'm sure I can find something to do," he said, forcing himself to complain with a sigh, and watching as Martha rolled her eyes and Rose smothered a laugh.

"Go on then, the faster you two sleep, the fast you'll wake up and we can go find an adventure-"

"No, the faster we can meet Martha's mum," Rose corrected, and the Doctor couldn't resist sliding his hands into his pockets and raising a challenging eyebrow at the two women.

"And you don't think that's going to be an adventure?" he teased, wincing quickly when Martha smacked his arm. Rose's snort of laughter pulled a pout from his lips, and the two women left the library in search of their respective beds, as he stood there sulking.

* * *

The Doctor spent the next several hours trying very hard _not_ to think about the exceedingly restful, nightmare free, five and a half hours sleep he'd gotten while laid across Rose's lap, with her mind gently buzzing away against his own.

He was, he thought, doing an admirable job of not thinking about it. Right up until the Tardis informed him that their pink and yellow human was awake and wandering the Tardis hallways and then, it seemed to be all he could think about.

It wasn't like he'd planned to fall asleep in the library, he thought to himself, scowling when the Tardis sparked against his fingers. He'd not even really planned stretching out across the sofa and laying his head in her lap. It had been something they'd done before she'd been trapped. At the end of particularly stressful adventures, the two of them had often found themselves sitting together on the sofa in front of the fire. Sometimes it had been Rose curled up against his side, and sometimes he'd let his head pillow against her lap as they talked and relaxed and eventually laughed.

It had only been a few months for him, and the position had almost been reflexive. It was only when Rose had startled at the movement that he'd remembered it might not be quite so natural for her anymore, but she'd not asked him to move and so he'd stayed. The two of them had talked, and relaxed and then Rose had gone and lowered her mental shields.

Normally he'd have been able to ignore her mind pressed against his like a purring cat, but normally he wouldn't have been deprived of her comforting presence for months on end and he wouldn't have spent time enduring the mental screaming of a tortured telepath.

Simply having her mental presence close by had lulled his tired body and strained mind into the restorative sleep it had craved before he'd even been aware of drifting off to sleep... _and now he was avoiding her._

' _No_ ,' he thought, scowling at the Tardis column as the suggestion entered his mind, ' _not avoiding... I'm busy-'_

The console sparked under his hands again, making him yelp and step back with a hiss of frustration.

' _Stop it, she knows how to find me_ ,' he scolded the time ship, sucking on a burnt finger as he engaged in a stand off with the temperamental ship.

Slowly, reluctantly, the console stopped sparking and the Tardis let him return to his tinkering and he slid under her console to check that the sparks hadn't torn loose any wiring.

It wasn't even as though he minded that Rose had seen him asleep. It certainly wasn't the first time, he admitted to himself, but the semi-intimate nature of falling asleep while their minds had been so close and then waking up with someone else present had been disorientating.

Not that Martha, or even Rose, he suspected, realised how the scene might have been perceived by a telepathic race... but the thought of it still made him want to flush to the roots of his hair and only an iron clad control over his body's reactions kept his face from glowing bright red.

"Doctor?" Martha called, and sitting up sharply he cracked his head against the underside of the Tardis console and hissed out a few choice terms in Gallifreyan.

"You alright?" Martha asked, crouching down beside him with a look of concern, and he nodded before doing a quick check of his time senses.

Martha had been sleeping for nearly nine hours. Rose had been awake for the last three, but she'd stayed away from the console room and he couldn't stop the swift pang of disappointment that stabbed through him at the thought and the Tardis hummed a soft reassuring tone that did little to actual reassure him.

"Is Rose not awake yet?" Martha asked as though reading his thoughts, and when he glanced at her she was looking around the console room for the blonde, frowning.

"She's not been in here, you'll probably find her in the kitchen," he said quickly, and Martha turned her frown back to him.

"Huh, I figured she'd be in here..."

"So where do you want to go today?" the Doctor asked, cutting her off and jumping to his feet, moving around the console with his hands already moving over buttons and switches but he paused when he saw Martha cross her arms.

"London, 2008, Monday April 9th," she said firmly and the Doctor's eyes widened.

"Your mum? But... but we've got a time machine!" he yelped but Martha just raised an eyebrow.

"Dinner with mum's on Friday, April 13th, but I can't just show up Friday. I've got rent to pay, remember?" she told him and the Doctor groaned.

"All of time and space and you're worried about rent? Humans!"

"Oi!" Rose said from behind him and he jumped, startled, "No disparaging the humans," she said, grinning when she spotted the startled expression on his face.

"Fine, fine, domestics it is," he muttered, moving around the console to set the date and time co-ordinates and freezing when he reached the right panel long enough for both women to frown.

"Doctor?

"What's wrong?"

"Oh this just isn't fair," he grumbled, and Rose stepped up beside him quickly, before bursting into laughter.

"What?" Martha asked, moving to stare at the panel of switches and buttons that meant nothing to her, "What is it?"

Rose was laughing too hard to answer, so with a long suffering sigh, the Doctor found himself reluctantly explaining the mutiny happening aboard his ship.

"The Tardis has already set the date-time co-ordinates for you. Apparently she's in agreement on the domestic front, and I've been outvoted on my own ship." he muttered, glaring up at the time rotor as it bobbed in amusement, "traitor..." he muttered.

"Don't argue with the designated driver," Rose finally choked out through her giggles, her eyes sparkling, "I just got the wrong driver, yeah?"

Without deigning to comment, as Martha's laughter joined Rose's, he pulled the lever that would drop the trio out of the vortex and land them on Earth, April 9th, 2008.

* * *

"So, where are we?" Rose asked, stepping out of the Tardis and pulling the long jumper she was wearing around her body, warding against the chill London air. Martha followed her out and glanced around in surprise.

"I thought we'd be in my flat... but..." she paused and took a few steps down the busy street before recognition lit her features, "Oh! We're not too far from my bank!"

"Blame the Tardis," the Doctor said, pulling the doors closed as he stepped onto the street beside the two women, hands in the pockets of his long coat, and still sulking about the Tardis' co-ordinate input. How was he supposed to pretend his temperamental time ship had taken them on an adventure somewhere else, when the old girl wouldn't co-operate?

"No, this is perfect actually, I can just draw the rent and drop it into my land lord and we can be off again," Martha explained, shooting him an amused grin as the Doctor continued to pout slightly.

"Come on, you can buy us chips for lunch," Rose tempted, hooking her arm through his and he raised his eyebrows in surprise.

"If I'm buying, that's not much of a bribe, Miss Tyler..."

"But it's chips," she said quickly, tongue in teeth grin melting his resistance in an instant and the Doctor sighed as he turned back to Martha.

"Lead the way," the Doctor said, offering Martha his other arm and the brunette grinned, accepting easily as the three started weaving their way through the busy Monday morning streets.

Occasionally Martha or Rose would release their hold on the Doctor, darting in front or behind to make room on the pavement for the flow of pedestrians, but for the most part the three made their way through the streets side by side, shops already open and doing business despite the early hour.

The bank was quiet, and Martha got seen quickly, rejoining the Doctor and Rose out of the street in a matter of minutes before leading the way towards her Landlords house, explaining to the Doctor that once that small chore had been completed they could jump ahead to Friday to deal with her mum.

"Bloody hell," Rose muttered, interrupting the Doctor's most recent complaint about the domesticity of the morning, and the Doctor and Martha both turned to see her stopped outside an electrical shop.

"What year is it?" Rose asked, and Martha shot her an odd look as she and the Doctor moved to stand beside the blonde who had her hands pushed into the pockets of her black trousers, her shoulders hunched almost defensively.

"2008, why?"

"General election's not due 'till... 2010, right?" she asked, frowning at the headlines splayed across the TV screens in the shop window, as they all displayed images of Harold Saxon's latest interview, the bylines reeling off statistics that suggested he was leading in the polls by a huge margin and Martha shrugged.

"Prime Minister called for one, so we're getting one early."

"What's wrong?" the Doctor asked, studying Rose's frown intently and she just shook her head.

"Well, it's just... I know him," she said, nodding at the screens and Martha laughed.

"Everyone knows him-" she started but Rose sighed and shook her head.

"You're forgetting, I haven't been in this universe for a couple of years, and I know him from before... that's my dads brother, Sam Tyler."

"Your uncle?" the Doctor asked, surprise colouring his voice as he turned his attention back to the screens and Rose nodded.

"Yeah, although, I mean he wasn't around much. He and mum hated each other. Gods, they were always yelling..." she muttered, "He always said he hated being a Tyler, must of changed his name or something..."

The three were silent for a long moment, watching the newscast move on from Harold Saxon to report on London Underground closures due to some new excavation work being done. Martha pulled her eyes from the screen to focus on Rose, who seemed miles away and lost in thought, so she cleared her throat, drawing the attention of the blonde and the alien at her side.

"You gonna contact him? Saxon, I mean," she asked and Rose seemed to blink in surprise at the question, but the Doctor cut in before she could answer.

"You can't, you're still officially dead here, remember?" he warned and Rose smiled reassuringly.

"No, I know. Wouldn't want to, honestly. Last time I saw him, he came down from Manchester after I dropped out of high school... it wasn't pretty..."

"You dropped out of high school?" Martha asked, surprised and Rose flushed.

"Yeah, not my proudest moment..."

"But... why?"

"Oh I hated school, and besides, there was a boy I was certain I was in love with... Jimmy Stone," she explained, turning away from the screens and the three continued walking, hands in their pockets against the cold spring breeze coming off the Thames.

"He convinced me he was gonna make it big in the music business, so I dropped out and ended up living in a bedsit, paying his rent while he got high with his mates. Sam was a police officer up in Manchester, so he wasn't exactly pleased when mum rang him up to track me down, and I wasn't pleased when he showed up at my front door and tried dragging me back to the estates." Rose shrugged, ducking her head slightly at the remembered argument she'd had with the man she now knew was only trying to look out for her.

"I never heard from him again after that fight, and I had too much pride to call him and apologise... Then I ran off with a mad alien in a blue box three years later," she finished, shooting the Doctor a grin, "It's just weird seeing him on the telly, yeah?"

"I never knew you had an uncle," the Doctor said softly and Rose shrugged a shoulder easily.

"Like I said, he and mum didn't get on... up until Jimmy he'd always come and visit on my birthday. Every year, like clockwork, and he paid for my gymnastics lessons when mum couldn't afford it..." Rose paused for a moment before shooting the Doctor a small smile, "I suppose, technically, you owe him your life and not me-"

"Nonsense," the Doctor cut her off quickly, "you're the maniac who decided to swing out on a chain over the top of a vat of living plastic, not Sam Tyler... or Harold Saxon, or whatever else he decides to call himself," the Doctor reassured her and Rose ducked her head without comment, but he saw her tight smile soften slightly and left her to her thoughts, returning to pestering Martha about her landlord. How long was it going to take, and did they really have to go straight on to her mother's afterwards.

Rose ended up buying the trio chips for lunch, and while Martha and the Doctor waited outside the shop for the blonde Martha brought up something that had been on her mind all morning.

"I can't believe she dropped out of high school," she started, drawing the Doctor's eyes to her and the start of a frown, "She's so sharp, quick thinking.. I mean, she figured out the engine thing on that ship before you did... it doesn't add up," Martha explained quickly when she realised that it sounded like she was condemning the blonde's decision.

"There's a bit more to the story than Rose just quitting," the Doctor said softly, and Martha whipped her eyes back to his face, waiting for him to elaborate but he didn't and after a moment she frowned and checked that Rose was still waiting for their order before pressing the Time Lord.

"What do you mean?"

He hesitated a moment before speaking, and Martha could tell he was being careful how much to reveal about Rose's past.

"It's... not like everything she said happened all at once. She didn't just decide one day to drop out of school, move into a flat with her boyfriend and get a job to pay for his addictions... You've spent time with Rose, how long do you think it would have taken someone to convince her to do anything she wasn't sure she wanted to do?"

"Weeks," Martha answered quickly, and the Doctor nodded.

"At least... She won't tell me much about that time in her life-"

"She won't tell you?" Martha asked surprised, and the Doctor glanced at her, his eyes serious and she blew out a breath, "bloody hells..."

"Hmm." the Time Lord agreed softly.

"So..."

"So I don't press her," the Doctor said softly, and Martha nodded, watching as Rose paid for their lunch with a bright grin and a light laugh as she chatted with the woman at the till.

"At least she seemed to have her uncle looking out for her," Martha said softly, watching Rose move through the shop towards them, "and her mum."

"Yeah," the Doctor agreed easily, his features softening at the reminder that Rose hadn't been alone.

"Shall we eat while we walk back to the Tardis?" Rose asked as she stepped through the door of the shop and back onto the bustling street, offering the Doctor and Martha their own wrapped trays of chips and the Doctor grinned.

"That sounds suspiciously like a plan, Miss Tyler, and you know what I say about plans?"

"You need me around to make halfway decent ones?" Rose teased, and Martha laughed at the pout the Doctor sent at the blonde, who grinned unashamedly.

"That does it. Next time we're in a jail cell, you can figure a way out-"

"We're usually in a jail cell because of something you did, Doctor," Rose said, unwrapping her own lunch, her eyes sparkling as she glanced back up at the Time Lord, and popped a steaming hot chip into her mouth, "and I wouldn't have it any other way."

* * *

By the time the trio arrived back at the Tardis, they'd finished their trays of chips and the Doctor released a long suffering sigh as he opened the doors for the two women and followed them inside the time ship.

"So, when's this meal with your mother?" he asked, moving over to the control panel, and Martha hesitated, making him raise an eyebrow at her.

"Do not let him talk you out of this, he honestly doesn't mind as much as he's pretending to," Rose warned Martha, shooting the Doctor a glare and he instantly softened his expression, shooting Martha a smile.

"I hate to admit it, but she's right... and besides, even the Tardis agrees that this needs to happen... So when are we going?" he asked gently, and Martha sighed.

"Friday, April thirteenth... can we land in the morning so I can raid my wardrobe?" she asked, "Maybe call Leo and Tish?"

"Sure, sure," the Doctor said, his tone distracted as he hit a few buttons, frowned and then hit them again.

"Umm, how about arriving on the twelfth?"

"Why the twelfth?" Rose asked, and the Doctor smacked the console before flipping a few more buttons.

"Because the Tardis doesn't want to skip Thursday..." he explained, shooting the time rotor a sharp look, before trying to change the co-ordinates for a forth time, and Rose watched in surprise as they flicked back to April 12th.

"Why not?" Martha asked, moving to stand beside the Doctor and Rose, hoping that she might slowly begin to understand the mess of switches that made up the Tardis console.

"She must think there's something we need to do on the Thursday," Rose said, patting the console gently, even as the Doctor tried to force the co-ordinate to change to the thirteenth again.

"Come on, Doctor, twenty four hours early isn't going to kill us, and she clearly thinks there's something we need to do there, yeah?" Rose asked, and the Doctor frowned.

"I've got a bad feeling about this," he warned, scowling and Rose bit her lip.

"Well, you're not wearing the tux of doom so how bad can it-" his hand pressed over her mouth and he glared down at the blonde whose eyes were sparkling in amusement.

"Don't say that! Don't tempt the universe..."

The two stared at each other for a moment and when Rose made no move to speak, the Doctor huffed out a sigh and pulled back, as Martha struggled to smother her laughter.

"All right, fine. April 12th it is, but don't say I didn't warn you!" he almost snapped at the two women before pulling a level on the console that set the Tardis to dematerializing, and shook the two laughing humans to the floor of his ship.

As he clung to the edge of the console, he shot a sharp look at the time rotor, and let his thoughts focus firmly on the link he shared with the Tardis as her engines wheezed while moving them through space and time,

 _'I just hope you know what you're doing'._

* * *

This time, when the trio stepped out of the Tardis they were back inside Martha's flat. Martha made a beeline for her answering machine, and proceeded to start deleting the messages from her mum without listening to them. The last thing she needed was to let something slip to reveal that she'd been lying about a 'broken' answering machine.

Watching in amusement as the medical student worked her way through the dozen or so voicemails, Rose moved to the living room window and checked the street, only to find that her car had gone. As she'd suspected, Jack tracked down the vehicle and had it collected.

"Mind if I check the news?" she heard the Doctor ask Martha, and Rose turned in time to see the other woman shake her head.

"What are you looking for?" Rose asked, moving over to perch on the edge of the sofa.

"Dunno, but the Tardis wanted us here a day early for a reason, so I figure best place to start is the news," the Doctor offered and Rose nodded, quickly getting absorbed in the mid afternoon headlines the Doctor was flicking through as Martha took her phone into her bedroom to try and round up the support of her siblings for the family interrogation that was scheduled for the following evening.

"Woah, hang on, go back," Rose said suddenly, sitting up straight and after shooting her a look of surprise the Doctor did as she asked, sitting next to her on the small sofa as they listened to the news reader expand on the headline Rose had spotted as it sped across the bottom of the screen.

' _Some recent work on the London Underground , near Hamstead station, has come to tragedy today with several of the workers going missing in the tunnels. The work being done on the Northern Line, one of London's deepest underground rail sections, was an initiative backed by Harold Saxon in an attempt to streamline the service and prepare some of the older tunnels to be reopened and expanded upon next year._

 _Speaking with our reporter, Jane Douglas, is the tunnel foreman Andrew Brown._ '

'It weren't like nothin' I've even seen down there, an' I've been working in those tunnel for years,' the man drawled in a strong east end accent, and the Doctor drew in a sharp breath through clenched teeth, before leaning forward and peering at the screen.

The man in question was mopping sweat from his face, and Rose frowned when she saw what looked like a sting on his neck, almost hidden among the various scrapes and scratches across his face.

' _It came outta the dark like a fuc- sorry, like some kinda horror movie. Killed Eddie and Mark and the rest of us just bolted. Bosses say we gotta keep digging, but none of my crew's going back in those tunnels until someone's gone and killed that monster._ '

' _and what do you think it could me, Mr Brown?_ '

' _I dunno, but whatever it is it's gotta be dealt with and soon, before it comes out on it's own.'_

The screen cut back to the newroom, and Rose watched the Doctor frown in thought for a long moment, letting him sort his thoughts before she interrupted.

'Despite the news that the tunnel expansions have been halted by such tragedy, Mr Saxon today seemed to be in high spirits, reassuring the citizens on London that solutions would be-'

Rose took the control from the Doctor's loose hand and switched the TV off as the reporter moved on, and he blinked in surprise at the sudden silence in the room, the only sound Martha's muffled voice from a room away.

"What did you see?" Rose asked softly, and the Doctor sighed.

"That red mark on his neck, did you spot it?" he asked, and she nodded as he grimaced, "it looked like a Silurian sting."

"Silurian?"

"Also known as Homo-reptilia," the Doctor said, shifting to face her slightly, "They were the original inhabitants of the planet, before you lot had even evolved an intelligence high enough to use tools and develop speech, the Silurians were developing space travel, but they predicted a period of atmospheric upheaval for the Earth, and to survive decided to put themselves into a self induced hibernation."

"All right, but what happened to them?" Rose asked and the Doctor shrugged.

"Nothing. They're all still sleeping. Hundreds of feet below the earth, whole tribes of Silurians are sleeping. I've encountered them before when something you humans do wakes up a tribe. Unfortunately, they see you lot as invaders. It was their planet first, and the default reaction is to take it back... It doesn't usually end well," the Doctor admitted softly, and Rose found herself taking his hand with a soft smile.

"So, maybe this time will be different?"

"I take it we've found trouble?" Martha asked, stepping out of her bedroom as she hung up her phone and Rose nodded with a sigh.

"Everything set up for tomorrow?" Rose asked and Martha nodded.

"Yup, Tish and Leo will both be there, God help me..." she muttered and the Doctor scowled.

"What about me?!"

"Oh you'll live," Rose said easily, standing from the sofa and pulling the Time Lord up with her grip on his hand, "Come on, if they've shut the Northern Line we'll need to get a taxi."

"Fill me in on the way?" Martha asked, grabbing a coat that was hanging by her front door, and Rose nodded, letting the Doctor catch Martha up on their latest adventure.

* * *

With the help of the psychic paper to get them past the police barricades that had been set up outside Hamstead Underground station, the Doctor, Martha and Rose quickly got themselves led inside, and all other personnel cleared out of the tunnels. It was only as they moving down towards the platform that Rose realised the Doctor had been uncharacteristically subdued.

"Doctor, what''s wrong?" she asked, and Martha came to a dead stop at her soft question, turning her eyes on the Time Lord expectantly.

"Nothing," he said quickly, but a quick glance at both women had his shoulders slumping in defeat and his hands running through his tousled brown hair in frustration, "It's just... this feels very familiar, and I can't figure out why."

"Familiar?" Martha asked, frowning, "In what way?"

"No idea," the Doctor said, moving forward once more with the two women following him quickly, "It's almost like I've been here before, it's a reminder in the back of my head to be careful, a warning that I should know what's going to happen but I don't and the only times I can think of where that's happened before is when-"

"When we bump into ourselves," came a sharp northern accent that made the Doctor groan and Rose stop dead in her track, spine tensing and eyes widening in shock as they turned a corner onto the platform only to come face to face with a weathered looking Tardis and the Doctor.

"Who are you?" Martha asked, eyes narrowing as she stuck to the script the psychic paper had given them, "No one should be in these tunnels-"

"I'm the Doctor," the leather jacket wearing Time Lord announced, blue eyes glimmering with amusement at the confusion on Martha's face, but Rose was finding it difficult to breath, let alone explain it to her new friend.

It was only the long fingered hand slipping into her own that snapped her out of her shock and she whipped her head round to stare at the Doctor,. beside her, trying not to panic.

"I shouldn't be here," she hissed sharply, and brown eyes frowned down at her, before the Doctor's expression cleared with understanding.

"No, no, Rose... you're not here-"

"Rose?"

That rough voice calling her name gently tugged at her heart and she found herself struggling not to launch herself at the version of the Time Lord she'd first fallen in love with, while she held the gaze of the second form she'd come to know. She loved them both, she knew that, because they were the same person. It might have taken her a while to understand that but Rose had long ago come to terms with that fact, even before she'd been trapped on the other side of the dimensional walls.

A small part of her, a part that she was mentally scolding, felt like turning to her first Doctor would be a kind of betrayal of the one currently holding her hand, and he must have known that because a moment later his lips quirked into a small half smile and he let her go.

As his fingers slipped from hers Rose swallowed and turned quickly, crossing the distance between one Doctor and the other in moments. Blue eyes filled with surprise and a touch of confusion faced her, but she didn't stop to wonder at the emotions there, simply launching herself into arms that were already opening to receive her hug and flinging her own around his neck, hugging tightly to the man who'd died for her.

The smell of leather and time soaked into her senses and she bit her lip on a sob, tucking her face against his shoulder as the Time Lord picked her up easily, her feet hanging inches from the floor.

"What are you doing here?" he demanded gruffly, "you said no..."

Taking a deep lungful of the calming scent of her first Time Lord, Rose made him wait for his answers, but she'd forgotten the unending patience of this version of the man she loved and he simply waited her out, even as she could hear the shifting movement of the energy filled next incarnation behind her.

One moment became a second, but eventually she forced herself to let him go, her arms loosened slightly and the Doctor took her cue and gently placed her feet back on the floor and let her take a step back. Rose kept her hands on his arms as she gazed at him before shaking her head to refocus. They were in the underground tunnels for a reason afterall.

"I don't know what I can tell you," she started, glancing back over her shoulder to see a confused Martha, and an impatient looking Doctor.

"Eh, it's a bit timey-wimey," the Doctor said quickly, "Time Lords are pretty resilient to paradoxes, his mind will block off anything he can't know... it's why I don't remember any of this happening... yet..."

"Timey-wimey?" the Doctor growled, "What do I regenerate into, a moron?"

"Now look here-"

"Oi!" Martha snapped, hands on her hips, "Is someone going to explain what the hell is going on?"

The Doctor in brown sighed, and shoved his hands into the pockets of his long trench, "When a Time Lord is dying, we have this little... trick, to cheat death... We scramble and heal every cell in our body, reforming them into something new and improved. That, Martha Jones, is my previous body." The Doctor explained quickly, and the medical student stared at him for a long moment before glancing at the man with shorn hair and large ears who grinned at her manically.

"Hello!"

"Bloody hell." Martha muttered, running a hand through her hair as she tried to wrap her mind around the information.

"So... where are you?" Rose asked, "In your timeline, I mean?" she glanced between the two Doctors but it was her current Doctor who answered, bouncing forward a few steps and leaning forwards to study his past self.

"Based on the hazy memories I have surfacing, and the fact that he still thinks you said no, I reckon we're sometime after defeating the Nestene Conciousness, and before I go back and ask you again-"

"We don't-"

"You do for me," Rose cut in gently, and both Time Lords startled at the confident sureness of her words, blue eyes narrowed sharply as he studied her but she didn't shy away from the gaze in the same way her nineteen year old self would have, and she gently took hold of his large empty hand.

"Right then," the Doctor squeaked, bouncing back a step towards Martha and one hand reaching up to tug on his ear, "I'm assuming you're here for the same reason we are?"

It took the Doctor a moment to pull away from the buzzing of Rose's mind as she linked her fingers with his, but he forced himself to focus on his future self.

"Missing tunnel workers, the Tardis brought the news report up on the screen," he explained shortly, and his older self nodded.

"Sounds about right, Tardis set our date time co-ordinates for today."

"Meddlesome old-" Rose smacked the leather clad arm sharply, and the Doctor cut off, shooting her a shocked look, his eyes wide and eyebrows raised.

"Don't you call her names!" she growled, and the Doctor blinked in surprise, but it swiftly transformed into a scowl when he caught sight of his older self's amusement, and pulled back from the blonde, shoving his hands into his pockets with a glare, but she just rolled her eyes, "and don't sulk."

"I'm not- Time Lords do not sulk, Rose Tyler!" he snapped but Martha just snorted, drawing his glare away from the blonde still at his side.

"Really? You must grow into it then."

"All right, enough of that," the Doctor in brown cut in quickly, sensing his previous self rapidly running out of patience, "Did you spot the Silurian sting-"

"Of course."

"Good. Right then."

The both of them were silent for a long minute, and the women watched the two versions of the same Time Lord eye each other up in silence.

"Neither of you have a plan, do you?" Rose sighed eventually, watching the one in leather scowl, and the one in brown flush slightly, and rub at the back of his neck.

"We came all the way down here with no plan?" Martha demanded, glancing between the two men, "Not even the ghost of one?"

Rose met Martha's eyes, and the medical student nodded her agreement to whatever the blonde had in mind, and a moment later Rose sighed.

"All right, everyone into the Tardis-"

"He's not stepping foot inside my Tardis. She won't like it."

Rose glared at the Time Lord beside her for a moment, but he remained unmoved, and the other Doctor cleared his throat nervously.

"You might want to remember that he's not experienced a Tyler slap yet, so that glare isn't going to have quite the same effect on him that it does on me... never mind," he said, backtracking quickly when Rose turned her warning look on the newest version of the man she loved.

Turning back to her first Doctor, who now had an eyebrow raised questioningly at his future self, Rose narrowed her eyes thoughtfully and considered her options.

"Listen... trying to get **that** you to settle on a plan is like trying to tell the Sycorax that you'd like to sit down for a nice cup of tea," Rose explained, calmly ignoring the indignant squawk that her current Time Lord let loose at her words, "So will you please let me drag him inside your Tardis before he changes his mind?" she asked, stepping closer and letting her chin rest on his shoulder as he looked down at her, his features closed off and unreadable.

It was his eyes, Rose decided, that he was unable to mask, and the longer she gazed up at him, her grin slowly growing, the more his resolve wavered, until it eventually snapped entirely.

"All right. Fine. But no touching the console!"

* * *

"Listen... trying to get **that** you to settle on a plan is like trying to tell the Sycorax that you'd like to sit down for a nice cup of tea," Rose explained, and the Doctor found himself squeaking indignantly and opening his mouth to argue, but Martha's hand landing on his arm drew his attention and she shook her head.

"Can't you see what she's doing?" Martha whispered, nodding at the pair a few paces away on the underground platform, and the Doctor frowned, turning his attention back to Rose and himself.

"...will you please let me drag him inside your Tardis before he changes his mind?" she asked, stepping closer to his war hardened self and letting her chin rest lightly on his shoulder. To anyone else, the Doctor knew, his expressionless mask would have seemed cold and unyielding, but he knew that face well and he could see the cracks forming as her warmth leached in and their eyes stayed locked.

Slowly, Rose started to smile, and as that smile warmed her eyes and grew into a full blown grin, his previous self's mask of indifference shattered and he groaned his consent.

"All right. Fine," he had conceded, before turning a frustrated glare on himself, finger raised in warning,"but no touching the console!"

The Doctor nodded at his past self, but the bloody idiot had already turned around and was now stalking towards the Tardis while Rose followed, her eyes on his back and a fond smile sitting gently across her features.

"Wow, she is good at that," Martha breathed beside him and the Doctor grunted in agreement, before they both moved towards the waiting Tardis, her doors left open by a disgruntled and, if he remembered correctly, confused Time Lord.

"Rose can get anyone to do pretty much anything, given enough time to talk them round," the Doctor muttered, shooting Martha a weak glare when the women started grinning.

"Sure that's not just you?" she teased, and the Doctor rolled his eyes.

"Just you wait until she's sitting across from your mother," he warned, and Martha's grin dropped quickly.

"Thanks for reminding me," she muttered.

Stepping inside and closing the doors, the Doctor watched himself start fussing over the controls in an attempt to avoid the blonde waiting patiently at the top of the ramp.

"So. Silurians. First job is to find out why they're attacking the tunnel workers, although best guess would be you humans disturbed a hibernating tribe. I've got the Tardis tracking movement in the tunnels,"

"What then?" Rose asked, crossing her arms in a fair imitation of the man across from her turned around, his own arms crossing the Time Lord blinked, quickly dropping his hands to his side, and the newer Doctor carefully hid a grin. He really hadn't stood a chance.

"Well... _then_ , Rose Tyler, we ask them to stop. If they think they've been attacked they're probably not going to want to, so I've got this!"

He pulled a small test tube out from inside his leather jacket, and instantly the Doctor slipped on his specs and bounced up the ramp, snatching up the tube and shaking the cold blue liquid inside, studying it intently.

"Oi!"

"It's alright Doctor, you regenerate into rude," Rose said quickly, shooting his younger self a look of exasperation and both of them blinked at her.

"So you did have a plan!" Martha said, before nodding at the liquid held currently being examined by the Doctor, "what is it?" Martha asked, as she moved to stand next to Rose.

"Course I had a plan. Always have a plan, me... What was your name again?"

"Martha. Martha Jones."

"Good question, Martha Jones, that is cryogenic fluid."

Rose half expected him to launch into an explanation, but once again she'd forgotten that getting details from this Doctor had been like pulling teeth.

"Oh! and Silurians are cold blooded, so one dose of this beauty and they're knocked out cold! That's genius!"

Martha looked surprised, and then confused before turning to Rose, "Can he get away with complimenting himself?" she asked, and the blonde laughed, shrugging.

"But what's the delivery system? You'd never get close enough for a syringe-"

"Bow and arrow?" Rose cut in suddenly, moving around the console and picking up the full quiver that she'd spotted on the jump seat, raising an eyebrow at both Doctor's, "What happened to no weapons?"

One scowled at her and the other flushed, and rubbed at his neck for a moment before bounding over to her side and examining the ammunition that his younger self had selected, "Silurians are covered in scales, the arrows probably wouldn't do much more than a nasty scratch, but it should be enough to deliver a dose that will send them back into hibernation."

"So that's the plan then? Shoot them with arrows?" Rose asked, frowning at the Time Lord who'd not yet even begun to heal from the horrors of the Time War.

"No, that's the backup plan."

"You don't have backup plans," Martha said, baffled at the differences between the two Time Lords, "You don't even have plan plans!" she continued, and the man scowled, folding his arms and turning to stare at his older self who just shrugged, unphased by the mans mood swings.

"It's more fun," he defended lightly, "Don't worry, you'll understand eventually."

The console beeped before the Doctor could response to himself, and with one last dark glare, he stalked over to the monitor and studied the results the Tardis had brought up.

"It's just like I thought, you humans... always digging away where you shouldn't-"

"Enough, Doctor, what's the Tardis found?" Rose warned gently, coming to stand beside him, her shoulder pressed against his as she studied the scans of the tunnels that the time ship had provided.

The Doctor paused at her soft reproach, before clearing his throat and pointing, "There's where the workers were digging, see that hollow space in the scans? That's probably the nesting chamber... but over here the Tardis can sense movement. Humanoid size. It's not rats, so we're going to need to split up" he admitted, shooting his next self a reluctant glance.

"Looks like the Tardis knew what she was doing after all," Martha said, trying to break the tension and the one in brown grinned while the one in leather glared but both of them spoke at the same time.

"Of course she did!"

Martha blinked at the dual voices, one was almost reproachful but the other was filled with agreement and enthusiasm and Martha wondered how the Doctor had changed so much from what he had been, and then she spotted Rose's hand laying gently on the Doctor's, and his scowl eased and disappeared entirely when he glanced down at her.

The other Doctor was watching them too, and after shooting a glance at Martha he picked up the bow and handed to arrows to Martha.

"Right then, Rose, if you keep moody and leather company, Martha and I will go and make sure the rest of the tribe isn't waking up,"

"What?" Rose asked, blinking at the Doctor in surprise, "Hang on, if you're taking the arrows, what're we using?"

"I'm sure I'll think of something," he said, pointedly ignoring the suspicious narrowing of his younger self's eyes, before bounding up to Martha and gently ushering her out towards the Tardis doors.

"Doctor-"

"No time to waste! The last thing you two need is a full guard of Silurian's creeping up behind you!" the Doctor called over his shoulder before stepping out of the Tardis and back onto the underground platform, only to come face to face with Martha.

Arms crossed and eyebrows raised as she silently demanded an answer, the Doctor swallowed hard, but one glance back at the Tardis they'd just left and he sighed.

"All right," he agreed softy to her silent but unyielding questions, "but we really do need to move..."

"Why did you just... dump Rose off with your past self? and you have no idea how weird that is to say," Martha muttered, and the Doctor sighed as the two of them moved through the underground back towards the surface.

"Instinct," he said quickly, but when the woman beside him started to glare he sighed and shook his head, "Look... It's a bit complicated. When I invite someone to travel with me... their decision is final. I never ask twice."

"But... you did for Rose?" Martha asked unsurprised, but the Doctor's confused frown gave her pause.

"Yes. I've never quite understood why though. Why I broke that rule for her... but now I'm starting to think it's part of a causal loop-"

"A what?"

"Uh... a loop in time... Rose wouldn't be here if I hadn't asked her twice, but I wouldn't have asked her twice if she hadn't been here right now."

"Isn't that a paradox?" Martha asked, but the Doctor shook his head.

"Only if the loop's not completed. Then we'd be in the realms of reapers and rewritten timelines..." he trailed off slightly, and fell silent as he let Martha slowly digest what he'd just told her.

"Well... couldn't you have just explained that?" Martha asked as they finally stepped out into the pale spring sunshine.

He couldn't stop the short bark of laughter at her suggestion, eyes sparkling as he shot her a look of amusement, "Rose, maybe... but not that me," he explained but shook his head at her look of confusion while they hailed down a taxi to take them closer to the area the Silurian tribe was hibernating.

"But... he's you, right?" she asked as they settled into the back of the car and the Doctor nodded quickly.

"Sure... essentially. When I regenerate all the core elements, the things that make me 'me' stay the same, but all the superficial things can change as well as the physical. I might find different things funny, be rude or sarcastic. I might be a right old misery or the life and soul of the party... but that me-" the Doctor cut himself off suddenly, but Martha had learnt a lot from Rose in a very short time, and simply let the silence hold.

Waiting him out worked, and he sighed softly, "That me... he's fresh from the Time War... a damaged battered veteran of a war that spanned forever and no one ever got through to that me... besides Rose," he said sadly, "Maybe you noticed, any time he started getting sharp or sour she stepped in. She knows that me better that I do, I think... and it's going to confuse him no end because he doesn't really know her yet."

Martha didn't say anything for a while, and the two moved through the congested roads of central London slowly, it was only when the Doctor's foot began to tap against the floor impatiently that Martha pulled herself out of her thoughts.

"Gotta say, if you all went around changing your faces, how did your people recognise each other?" she asked, smiling softly, "S'gotta have made relationships difficult, yeah?"

The Doctor seemed to freeze for a moment before smiling, "Nah. Telepathic species, our mental signatures don't change, and like I said we're essentially the same person... you humans, all so focused on the superficial," he teased, eyes sparkling and Martha grinned back at him as her mobile started ringing.

Pulling it out of her pocket, Martha answered to a flustered sounding Rose.

"Hey, you alright?"

"Oh yeah, just fine," Rose growled down the phone, "Will you remind that Time Lord that he used to be a right bastard when he set his mind to it? and then tell him that the temperature in the nesting chamber is rising quicker than he predicted... you've got about half an hour before the rest of the tribe wakes up."

Martha's eyes widened at Rose's words, and she flicked her eyes over to a very guilty looking Doctor that told her he'd heard, "Uh... sure-"

"He's calling it the red zone... I don't know why; he's not deigning to give details to a stupid ape-"

"He didn't?" Martha said, surprised at the term Rose seemed to be quoting, and a moment later her phone was pulled from her hand, and the Doctor had an irate Rose pressed against his ear.

"Rose, listen... remember, this is me before you travelled with me- I know it's been- No, don't do that... I do _not_ think you should give him a preview of your mothers slap," the Doctor said with growing amusement, and Martha raised her eyebrows warningly.

"Unless you want to regenerate early, don't laugh..." she hissed as a grin spread across his features.

"No, I don't remember what he's doing, it'll come back to me in a few hours and then- Rose, I'm sure you can handle grumpy-me, alright? I trust you."

There was a beat of silence on the other end of the line before Martha heard Rose sigh, but when she continued speaking her voice was much quieter.

"Come on, Miss Tyler, we've got a job to do, hop to it."

He kept grinning, even when Rose hung up on him, and he handed the phone calmly back to Martha who eyed him up as she put it back in her pocket.

"You really do have a death wish, don't you?" she asked, and he hummed at her questioningly, but Martha just shook her head as the taxi slowed down, pulling up outside a line of small shops.

Both of them hopped out of the car quickly, and Martha paid the driver as the Doctor glanced around to get his bearings.

"Right, so we need to go that way," the Doctor said quickly, "there should be a building site two streets over that will get us close enough to deliver the cryogenic fluid through the soil," he began explaining and Martha paused seeming surprised.

"So... we're not using the arrows?" she asked, and the Doctor shook his head, "then why have I been carrying them around like Robin Hood?" she asked exasperated, and the Doctor grinned.

"Just in case?" he offered and Martha rolled her eyes, throwing her hands in the air and turning to start heading in the direction he'd indicated, but someone shouting his name caught the Doctor's attention and pulled him to a stop.

"Doctor! Doctor!"

He'd heard the shouts before he saw the blonde woman running towards him, and by the time he laid eyes on her she was already skidding to a stop in front of him.

"Doctor..."

"Hello! Sorry, but of a rush there's a sort of... thing... happening. Fairly important that we stop it," the Doctor reeled off quickly, as the girls eyes gazed at him with a level of amazement that, frankly, made him more than a bit uncomfortable.

"Oh my god, it's you. It really is you," she breathed, and he struggled not to wince. With the Silurian still running around the underground, the potential tribe waking up and Rose getting frustrated with his previous self he didn't really have the patience to deal with a 'fan'.

"Oh, you don't remember me, do you?" she asked, sighing, and he realised that in trying not to wince he must have been giving her a blank stare. A pang of guilt hit at the disappointment he heard in her voice but before he could try and lie his way out of the mess he'd just created, Martha came back to his side.

"Doctor, we don't have time for this. They're on the move," she said, reminding him that Rose and his younger self were somewhere in the underground and the didn't need to be dealing with a Tribe of Silurians waking up and blocking their escape. He nodded at Martha, agreeing quickly, before turning back to the blonde he was now sure he'd never met before...

"Look, sorry," he apologised quickly, "I've got a bit of a complex life. Things don't always happen to me in quite the right order. Gets a bit confusing at times... especially at weddings. I'm rubbish at weddings... especially my own..." It took him a second to realise he'd gone off on a bit of a tangent, already too used to having Rose back and by his side to redirect his thoughts and he blinked back to the present to see the girl smiling at him.

"Oh my god, of course! You're a time traveller, it hasn't happened to you yet! None of it!" she exclaimed and his eyes widened at her casual use of the words 'time traveller'. Clearly he'd told this girl more about his life than most of the people who didn't become companions, and that instantly injected a certain amount of trust into their conversation so he refocused his attention on what the girl was saying.

"What hasn't happened?" he asked, raising his eyebrows and inviting her to continue, Martha was still hounding him to keep moving, and he found himself waving a hand at her to just wait.

"It was me..." the girl breathed out, and he could practically see the revelations happening behind her expressive eyes, the kinds of revelations that only happened to humans experiencing Time Travel for the first time. "Oh for gods sake, it was me all along! You got it all from me!"

Her hands shifted on a plastic wallet filled with papers and he let his eyes flick over it briefly before shaking his head, "Got what?"

"Okay, listen," the girl said, seeming to gather her thoughts and he made a mental note of the conversation they were about to have to revisit later. It seemed important, and he didn't want to have to go searching for the information when he needed it.

"One day you're going to get stuck in 1969," she started, and for a moment he was surprised, but when he thought about the kinds of things that happened to him, he could see that scenario not being completely out of the ordinary, "Make sure you've got this with you. You're gonna need it," she said, handing him the folder she'd been grasping with a bright grin.

"Doctor!" Martha shouted as he let his fingers wrap around the crackly plastic. He whipped his head round and nodded.

"Yes, alright," turning back to the strange woman he sighed, frustrated that he'd not be able to question her further, but something in the back of his mind, something linked to his time senses, told him that it wasn't safe to do so anyway.

"Listen... listen, gotta dash... things happening..."He paused a moment, thinking about the Silurians, Rose and his previous self and the memories that were starting to stir up in his head, and he shot a quick glance over his shoulder at Martha before correcting himself quickly, "weelll, four things... weelll, four things.. and a lizard..." he finished, being purposefully vague, but the girl just grinned, unphased.

"Okay. No worries, on you go," she said, completely at ease in leaving things as they were and he smiled, turning to jog after a now thoroughly frustrated Martha.

"See you around someday!" the girl called after him, and he turned to face her again, more than a little impressed with her and wondering if, after his upcoming adventure in 1969, she might want to join the Tardis crew for a while.

"What was your name?" he asked, and she grinned.

"Sally Sparrow."

"Good to meet you, Sally Sparrow," he told her with a bright grin, watching as a young man walked up beside her. A look of shocked disbelief on the newcomers features told the Doctor that this young man also knew of him, and when Sally took the mans hand, a new timeline sparked to life and the Doctor knew that she wouldn't be coming on any future adventures. At least not with him.

"Goodbye Doctor," she called, turning and tugging her friend back into a shop titled "Sparrow & Nightingale Antiquarian Books and Rare DVD's".

"For gods sake, Doctor, we're gonna be late!" Martha growled, and he nodded, turning back to her and stuffing the folder Sally Sparrow had given him into his bigger-on-the-inside coat pockets to look at later.

"What was that about, anyway?" Martha asked as they jogged across the road and the Doctor shook his head.

"You know how I was explaining about causal loops?" he asked and Martha groaned.

"Alright, tell me later," she said quickly, ignoring his amused grin as they quickly approached the building site the Doctor had mentioned, coming to a reluctant stop in front of the tall metal fences blocking their path, "for now, how do we get inside?" she asked, turning to see the Doctor spinning the sonic screwdriver between his fingers, and rolling her eyes at the smug expression on his face before waving him on.

It was a matter of moments before the sonic device had managed to cut them a hole through the fencing, and Martha was ducking through fast on the heels of the Time Lord.

"I knew it was only a matter of time before you had be breaking the law," she muttered, and he shot her a look of amusement.

"Having fun yet?" he asked, and Martha grinned in response, "alright then," the Doctor continued with an answering grin of his own, "lets go and put some Silurians back to sleep!"


	21. Into the Underground

"No time to waste! The last thing you two need is a full guard of Silurian's creeping up behind you!" the Doctor called over his shoulder before stepping out of the Tardis, his tousled brown hair the last thing Rose saw before the doors closed behind him and she was left, standing in the Tardis, with his past self behind her.

She could almost feel the younger Time Lord's suspicions rising from where she stood and Rose shook her head with a sigh before running her hands through her hair.

"He's up to something," the Doctor growled and Rose spun to face him, eyebrows raised.

"Yeah, you're not as subtle as you think you are," she quipped.

With eyes locked on each other, neither of them moved for a moment, and neither of them spoke. Rose had forgotten, earlier, how long this Doctor could wait for a response, but she reminded herself that she wasn't a nineteen year old shop girl any more either, and her resolve hardened.

She spotted the flash of surprise in his eyes as her resolve grew and he glanced away from her, returning to the Tardis screen, and flipping a few of the switches that she knew did nothing.

"So," she tried, keeping her tone light and moving back towards the console, leaning her hip against the rim while she watched him adjust settings, "since the other you's run off with the cryogenic fluid and the archery kit, what are we going to use?"

"Words," the Doctor answered simply, and Rose waited a beat before sighing.

"And?"

"Just words. They were my main plan after all, he's only taken over my backup."

"Alright, what words?"

"You do ask a lot of questions."

"Doctor," she growled and he finally raised his blue eyes from the screen to study her features while she scowled back in frustration, but he remained silent, waiting for her to elaborate and eventually she sighed, and ran a hand through her hair in frustration.

Fine, if he wanted to be difficult, she'd spell it out for him.

"Alright, words then, but how are we gonna get close enough to use words without getting attacked? Are we just going to wander the tunnels and hope for the best? Split up and try and come at the signal from two directions? Are we gonna use some kind of deterrent to, I don't know, herd it into a dead end?" she demanded in exasperation, flinging her hands into the air at her final suggestion, but she fell silent quickly when the Doctor pushed away from the screen to approach her with his own dark scowl plastered across his features.

"You've had military training," he growled and Rose felt her blood drain from her face in shock.

"What? I mean... How-"

"No one plans an attack strategy like that unless they've had training," the Doctor growled at her and Rose felt the breath leave her lungs as she shook her head.

"No, you don't understand, I-"

"Get out," he snapped, stepping back and turning back to the console and she froze in shock.

"What?"

"There's enough soldier on board this Tardis as it is, I don't need any more-"

"You can't just throw me off because you think you know something about what's happened-"

"If travelling with me turns you into this then maybe you shouldn't come at all!" the Doctor snapped, and Rose's eyes widened, fear hitting her in an instant.

"Don't say that," she whispered a moment later and the terror in her voice dragged his eyes back to hers, "don't you dare say that... don't even... you can't..."

The Doctor watched her stumble over her denials and shifted uneasily but with a single sharp intake of breath, Rose pulled herself together again, her features going hard and cold in the face of his sharp rejection and the warmth she'd been openly offering this battered version of himself was shuttered away.

Before either of them could muster enough strength to speak again though, the Tardis console beeped a warning and the Doctor turned back to the screen, his frown shifting to one of confusion.

"Damn it, the hibernation chamber's heating up faster that I predicted," he muttered, and Rose moved to his side to stare at the readings herself, ignoring the sharp look he sent her as her eyes scanned the information quickly.

"Once it reaches here?" she asked, her voice still tight with frustration as she pointed at a large temperature scale on the edge of the screen, the numbers rising and the Doctor sighed, his obvious frustration only fanning the flames of her own anger.

"The rest of the tribe wakes up... and if it reaches the red line, the nesting chamber starts hatching out new Silurians... Call the others." he told her and while her gut reaction right now was to argue with him, she forced herself to simply nod her agreement before stepping back from the console.

Pulling out her phone, Rose quickly flicked through the menu's and brought up Martha's number in her contacts, setting the phone to ringing and pacing across the console room as she waited for the other woman to answer.

"Hey, you alright?" she heard Martha ask and at the gentle curiosity in her new friends voice, Rose could no longer contain her frustration with the alien behind her and didn't bother trying to resist the urge to growl her complaints down the phone.

"Oh yeah, just fine," she snarled, her voice filled with dark sarcasm, "will you remind that Time Lord that he used to be a right bastard when he set his mind to it?" Rose asked, shooting the one over her shoulder a dark glare, "and then tell him that the temperature in the hibernation and nesting chamber is rising quicker than he predicted... you've got about twenty minutes before the rest of the tribe wakes up."

There was a silent pause on the end of the phone before Martha seemed to gather herself enough to respond, "Uh... sure-"

"In thirty minutes it'll hit the red zone and the nesting chamber starts hatching," she added, "and I don't suppose he knows what the plan is for this end? This him isn't deigning to give details to a stupid ape-"

"He didn't?" Martha spluttered and for a moment Rose felt guilt welling up, knowing that the Doctor behind her had used no such term and she sighed, preparing to explain to Martha but the next voice she heard was the Doctor's and her irritation at being left behind kept her from apologising.

"Rose, listen... remember, this is me before you travelled with me-" the alien said gently, clearly trying to calm her down and Rose growled softly.

"Do you think I don't know that? I'm sorry, Doctor, but I'm a little out of practice when it comes to your mood swings-" she started but he cut her off gently, his tone apologetic and soothing.

"I know it's been a wh-"

"At this rate, I'm starting to think he needs an early example of the Tyler-slap," Rose growled darkly, and she could almost hear the Doctor on the other end of the phone begin to panic.

"No, don't do that... I do _not_ think you should give him a preview of your mothers slap," It wasn't the note of panic in his voice though that calmed her, it was the splash of amusement she could hear him trying to smother and she blew out a long sigh, tipping her head back as she attempted to reign in her reactions.

"Do you even remember what's happening? Here, in the Tardis? What's been said?" she asked quietly, biting her lip as her stomach did nervous flips.

"No, I don't remember what he's doing, it'll come back to me in a few hours. When the Tardis leaves it'll solidify the memories in my head and then-"

"Doctor, it's just-"

"Rose," he cut her off gently, and she couldn't stop herself falling silent, "I'm sure you can handle grumpy-me, alright? I trust you."

"Sure," she muttered quietly, "you do _now_..."

Rose was silent for a moment and the Doctor let her have it. She knew he was probably smiling with that ridiculous sparkle of affection in his eyes and sighed, hoping against hope that the current him, who knew she'd worked for Torchwood, would give her a chance to explain before blowing up as his past self had.

"Alright," she muttered and now she knew he was grinning.

"Come on, Miss Tyler, we've got a job to do. Hop to it!"

She didn't bother answering, shaking her head as she hung up on the exuberant Time Lord, before turning back to the battle scarred version in leather who was shooting her suspicious looks from the other side of the console.

"So how are we getting down there?" she asked, approaching the console slowly as she slid her phone back into her pocket.

"Already done. Moved the Tardis while you were nattering away," the Time Lord explained and Rose raised an eyebrow.

"That was a smooth trip."

"Apparently, she likes you," the Doctor muttered, before nodding at the doors, "Shall we?"

It was almost an invitation to go first, but Rose could see the distrust settling behind his eyes and knew that he just didn't want her left alone on his ship, no matter that it would only before a few seconds if he stepped out before her. The Tardis gave a soft and gently reassuring hum against her mind and Rose pushed off the console without a word, moving to the doors of the ship without hesitation and stepping out into the dark tunnels of the London Underground.

The Doctor had followed her out quickly, and pulled the Tardis doors tightly closed behind them, while Rose moved to wrap her long jumper around her frame in an attempt to ward of the chill that was already beginning to seep into her bones.

"So, which way?" she asked and the Time Lord shrugged.

"Scanner says it's in that direction, but it's a moving target so we'll have to be careful," he warned, staring down at Rose as she stared back and after a moment the blonde blinked.

"Aren't we going?"

"Lead on," the Time Lord said simply, shrugging one shoulder and Rose tensed instantly. In all the time she'd known the Doctor she'd never seen him so easily give up control of a situation without and ulterior motive and her blood turned to ice water.

"This is a test, isn't it?" she asked softly, her eyes narrowing but the alien before her just raised a single eyebrow in response and slid his hands into his leather jacket.

"Is it?"

She studied him for another long moment before offering him a shrug of her own and tuning her back. Leaving her own arms hanging loose at her sides, she began moving through the tunnel in the direction the Time Lord had indicated, keeping her breathing calm and her footsteps light as she moved across the loose gravel that carpeted the floor of the tunnel.

The pair of them walked in silence for a while, Rose's eyes scanning the darkness and the gravel for any traces of the Silurian, and the Doctor walking slightly behind her, effectively bringing up the rear. His cold blue eyes had settled on her, boring holes into her back until Rose couldn't take the tense silence any longer.

Letting herself drop back a step or three so they were beside one another, Rose allowed her focus to split between looking for any signs of the creature and the man beside her.

"So, what can you tell me about Silurians?" she asked, rolling her eyes at the disbelieving look he shot her, "Oh give me a break... the you I travel with only found out about this about an hour ago," she muttered, and after a moment the Doctor sighed.

"Basically humanoid in build," he offered, keeping his voice low, "two arms, two legs, ten fingers and toes, but they've got decorative head crests, and are covered in scales, usually green."

"So, any boot prints aren't going to be distinguishable from the workmen who were down here," Rose muttered, missing the look of consideration the Doctor was shooting her before he continued.

"They're cold blooded, I think I mentioned that. Slightly taller than the average human. They've hollow bones so they're a bit lighter, and a bit faster, but overall a little bit stronger too."

"Can they see in the dark?" Rose asked, only moving her eyes from the dark shadows in the tunnel to his face when he hesitated to answer, a grim smile settling over her features when he just stared at her.

"So we're tracking something down here that can see in the dark and is a natural born hunter, sure... why not?" she sighed, shaking her head and starting to move through the tunnels again, the Doctor still at her side.

They were moving through the tunnels slower now, Rose more cautious about each alcove and shadow they passed but the Doctor stayed at her side, his eyes studying her movements.

"I'd rather you focused on the Silurian that might attack us than on me right now," Rose murmured softly, and she almost saw the flash of his grin in the dark.

"Funny thing about me, I'm impressive. I can do both," the Time Lord offered back, his voice soft but Rose just rolled her eyes as she focused on keeping her footsteps light against the shifting gravel floor.

"What happened, Rose?" the Doctor asked a few minutes later and she found herself having to swallow back a hundred words and a thousand explanations, settling at last on a soft hum of enquiry.

"Hmm?"

"To you. You've got the training, but you're not military. How did you go from a nineteen year old shop girl to... to now?"

Rose frowned and came to a sudden halt, turning her eyes on the man beside her.

"Really?" she asked softly, tipping her head when he nodded, "less than ten minutes ago you told me that you didn't think I should come with you, that you wanted me out of the Tardis and now you think I'm going to tell you-" she cut herself off sharply, and pressed her lips together tightly.

"So convince me," the Doctor offered, something in the tilt of his head almost taunting but Rose didn't rise to the bait and she spotted the flash of surprise in his eyes.

"I'm not so sure that this you is ready to hear what I could say to convince you," she offered a moment later, watching his whole frame almost shudder with nervousness before she turned back to the tunnel and kept walking.

"I'm going to forget anyway," the Doctor called after her, still standing where she'd left him and Rose slowed to a stop again but didn't turn to face him. She let herself take a moment to just breathe, slowly, before sighing heavily.

"It wasn't something I did by choice," she offered, and a second or two later he'd caught up to her and the pair of them continued walking.

"We were... separated for a while and it took a bit of time before we found each other again... In the meantime, I worked for a company that... required the military training."

"You've not told me. The me you're travelling with now. Why?" he asked softly, and Rose loosed a mirthless laugh.

"Really? You're asking me that?" she shot back and the Time Lord was silent for a few minutes lost in thought as they came across a 'T' junction in the tunnels and Rose pressed her back against the tunnel wall.

Able to see down the junction in one direction, she carefully edged forwards to peer around the corner, but the Doctor's hand on her arm pulled her back and around to face him.

"You can't possibly think that-"

"Why not?" Rose cut him off, her voice hard but she knew the slight quaver would give her away, "You just did, today-"

"But I don't know you yet Rose... and even I eventually figured out that it... wasn't an accurate picture."

"That you were wrong?" she pushed, and although she could almost feel taste the tension radiating off him, she also saw the short tight nod he gave and she felt herself relax in response.

"I swore I'd never use it... but I did... and now..." Rose swallowed hard and moved back from the Doctor, checking the junction again before stepping around the corner and continuing to cautiously track them a path through the tunnels.

He returned to her side and took hold of her hand, grasping her fingers between his and the words were instantly on the tip of her tongue, ready to be spoken.

"You run, Doctor, it's what you do," she started softly, "and that's fine because, usually, we're running together but... I'm scared because you've never run from me, and I think when you find out everything... I'm scared you're going to run."

Rose came to a sudden stop as her voice trailed off, and the Doctor made a soft sound of complaint when she pulled her hand away but she just crouched to the ground and gently tapped at something on the floor before rubbing her fingers together and raising her face meet his gaze with a grimace.

"Blood," Rose muttered, and the Doctor blinked, glancing around and spotting the dark splatters across the ground. Rose climbed back to her feet again, her eyes scanning their surroundings intently, focusing on the darkest parts of the tunnels and her ears straining for any faint sound that she might be able to pick up.

"We're getting close," the Doctor offered, studying the blood himself before quickly returning to her side and Rose nodded.

"Once more into the breach," Rose muttered, and the Doctor shot her a sharp look that she pointedly ignored before continuing on through the tunnel, her eyes continually on the move as they flickered between her surroundings and the blood trail on the floor. Her body had shifted slightly to the side, providing an attacker with a smaller target and while she didn't carry a weapon Rose knew that she'd instinctively bent her arms, prepared to slide into a defensive stance instantly.

The worst part was she knew, absolutely knew, that the Doctor had catalogued each one of those facts and probably a hundred more.

It was impossible to hide anything of that nature from this Doctor. So close to the time war, anything resembling fighting and aggression had set him off like a smoke alarm in a burning building and so she stopped pretending. The worst part for the small blonde was knowing that as soon as the day was over her current Doctor would want the kinds of answers that it was impossible to give his past self and she wasn't ready yet.

The trail of blood went on longer than Rose had anticipated, but eventually the tunnel opened out into a large circular area with another two entrances leading deeper into the maze of the underground. What brought the pair to a halt though was the grey gravel that had been stained red and pink with blood and several dead underground workers left on the ground.

The Doctor approached them quickly, sonic in hand, but a soft shake of his head told Rose they were already long dead and she sighed, shifting her weight as she turned to keep an eye on the tunnel they'd just come down.

"You know what I don't understand," the Doctor said suddenly, and Rose turned back to him, shaking her head as he crossed his arms and frowned at her.

"I saw the look on my future self's face when you hugged me, I trust you, it makes sense that I would have... that I've explained..."

"About the Time War," she finished softly when his words faltered, and for a moment his eye skittered away from her before they returned hard and cold with his walls slammed into place.

"How can you possibly think that I wouldn't understand?" he asked her, and Rose frowned.

"It's not that I don't think-"

"Then why are you still lying to me?"

Rose's jaw dropped and she couldn't stop the flash of pain across her features if she'd wanted to, "I'm not!" she snapped sharply, but he just raised an eyebrow at her and her pain morphed into anger in an instant.

"You don't get to judge me!" she snapped, "You have no idea what I went through to get back to you"

"But other me does, I suppose?"

"He will!"

The Doctor scoffed, and Rose growled advancing on him quickly, "I'm going to tell him, I want to-"

"Then why haven't you!"

"Because I don't want to loose you after I've only just found you again!" she yelled shoving against his arms hard, her pure frustration with the stubborn Time Lord bubbling over and the Doctor stepped back a single step, his features softening before he suddenly went pale and for Rose time seemed to slow.

She watched his eyes shift from her face to just behind her, his expression morphing from something she couldn't decipher into concern and a splash of fear and in spite her of current exasperation with the Time Lord in front of her, she still trusted him with her life and dropped to her knees, one leg kicking out behind her to come into contact with whatever was lunging for her.

"Rose!" the Doctor shouted, his warning too late but she'd reacted to his body language instead, and the claws that had been aimed at her jugular instead swept through the air above her, just before her boot kicked the creature's leg out, sending it sprawling across the gravel while Rose hopped back to her feet quickly.

The Silurian was only a second or so behind her, and in a moment Rose found herself circling the creature, just to keep out of range of it's claws. The Doctor was stationary, but apparently her defensive attack had labelled her the threat in the room and the creature all but ignored the Time Lord, even as he moved to one of the tunnel entrances.

The creature's tongue lashed out, and Rose dodged to the side, the Silurians' growling hiss of frustration reassuring her that it had missed almost more than the lack of pain.

"We're just here to try and help you!" the Doctor tried, but the Silurian snapped her tongue at him as well and he was forced back a step, but Rose didn't waste the distraction, stepping closer to the lizard and trading a few blows.

"Rose! We want to talk to them, not hurt them!"

She was forced into a quick retreat, and shot the Doctor a glare as she and the Silurian returned to their cautious circling of one another.

"I'm aware of that, thanks," she growled, "but they've gotta stop attacking before we can talk."

The creature hissed once, a clear refusal to stop as far as Rose was concerned, and proceeded to charge the blonde, claws outstretched and Rose reacted, tuning out the Doctor's shouts for the creature's surrender.

Grasping the Silurian's wrists, she used it's own momentum to swing it round into the wall, her leg instantly connecting with the creature's ribs before she spun back around, flinging the creature to the floor and away from her. It's tongue lashed out again and Rose dropped into a roll, hopping back to her feet and tracking the Silurian's movements with her eyes, leaning heavily on the enhanced senses she'd been mostly ignoring since exiting the void.

She'd been too slow though, and the Silurian was on her, legs wrapping around her waist and clawed fingers grasping at the back of Rose's neck, tearing at her skin. Rose could feel the trickles of fresh blood running down her neck, even as the creature used it's grasp on her and the momentum of its jump to fling them both to the ground, Rose on her back and the Silurian above her, fingers curled around her neck.

Hands linked together, Rose gave the creature above her a hard strike directly in the middle of it's torso, feeling an odd surge of satisfaction when she heard the blow knock the air out of the Silurian before pushing the creature back far enough to disengage it's claws from around her neck and granting Rose an opportunity to regain some distance.

Both of them were back on their feet quickly after that, the Silurian bent at the waist slightly, gasping to regain it's breath as Rose ran a hand over the back of her neck, only to come away with her fingers coated in blood.

"He's right, you know," Rose panted softly, never taking her eyes away from the circling Silurian, "we're not tunnel workers, we came down here to help you... all you've gotta do is stop long enough to have a nice friendly chat..."

"I will avenge my sisters!" the creature hissed, before lunging at Rose again when the blonde hesitated at her words.

She blocked the creature's strike and hooked her own leg around the Silurian's, knocking it off balance and sending the both of them crashing to the floor but a moment later she'd used the Silurian's own grasp to spin the creature around, pressing it's back to her front. Quickly she wrapped her free arm around it's neck, slowly tightening her grip until the lack of oxygen weakened it's struggles.

"Doctor!" she called, ignoring the mixture of shock and anger flickering across his face even as her heart pounded in fear at the display she'd just ended up putting on for the Time Lord, "have you got something in those pockets to tie her up with?" she asked instead, and the Doctor shook himself, pulling out a pair of shackles and restraining the Silurian's hands so that Rose could let her go.

Together they carefully pulled the Silurian to it's feet before settling them down on a raised concrete platform that Rose assumed had been put in for some kind of maintenance work at some point.

It was only when the creature was sitting down, and seemed to be in no rush to leave that the Doctor turned to Rose.

"Your neck," he said, and Rose blinked at him in surprise, "Your neck, turn around," he growled and she did as he asked, watching the Silurian as he ran the sonic over the still bleeding wounds.

"She could have killed you," she heard him mutter and shrugged a single shoulder.

"Rather me than you," she offered and felt him still behind her for a moment before the sonic started again. It was only when the soft buzzing stopped and she let her hair fall down her back again, and when the Doctor turned her around and pulled her into a tight hug, that Rose realised his hands were shaking.

It only took a moment for him to steady himself again though, and he released her with a manic grin before turning on the Silurian.

"Right then, lets take a look at you!" he announced, setting Rose aside gently and moving towards the Silurian.

"Doctor, what about the tongue thing?" Rose asked, and he shook his head.

"No venom. It attacked that tunnel worker this morning, and it takes about twenty four hours for the venom gland to recover, am I right?" he asked, turning back to the Silurian who remained silent, head held high and the Doctor smiled, "yeah... thought so."

Rose studied the creature as the Doctor approached it, slower now but no less sure of himself and it watched his movements with an intensity that was almost unnerving. Rose was sure that, had it not been bound, it would have loved nothing more than to launch a fresh attack but the Doctor was unmoved by the threatening stance, or the large solid black eyes that made Rose think more of an insect of some kind than a reptile.

"I'm going to take your mask off," the Doctor explained slowly, and Rose took a single step forward, her curiosity urging her forward as the Doctor gently moved to grasp what looked like bone plates across the creatures face, before gently lifting it away to reveal an oddly human face in spite of the dark green scales.

In some ways it reminded Rose of Einar and she couldn't stop a soft gasp that drew the attention of both the Silurian and the Doctor.

"You're so beautiful," she breathed, and while the Silurian looked startled and uncertain suddenly, the Doctor's smile all but lit up the room when Rose knelt before the creature by his side.

"Filthy apes, don't touch me!" the woman hissed, leaning back slightly and Rose sighed, shaking her head.

"You sound just like this one, you know," she offered, even while respecting the Silurian's wishes, "he likes to insult species when he's frustrated too... My name's Rose, what's yours?"

Just as her compliment had startled the Silurian, it seemed her easy acceptance of the creatures disdain was also unexpected and the woman stared at her for a long moment before her chin rose once more.

"Vastra."

"It's truly an honour to meet you Vastra, and I meant what I said earlier... we specifically came down here to help you, I'm sorry if I hurt you while we were fighting," Rose offered, and the woman sneered but there was something in the hesitant nature of it that made Rose think it was a reflexive action, some kind of defence to stop people getting too close and so she just smiled.

"Why were you attacking the workers down here, Vastra?" the Doctor asked once Rose had said her piece, and the Silurian's ice blue eyes snapped to him.

"Why should I answer to a filthy little ape like you?" she spat out, and the Doctor raised an eyebrow.

"Not an ape," he said simply, shrugging one shoulder, and Vastra tilted her head slightly.

"Then what do you claim to be?"

Rose watched the dark cloud of the storm pass across the Doctor's face and took a chance, cutting off the mans potentially scathing reply she drew the Silurian's attention back to her with two words.

"Time Lord," she told the woman, and quite suddenly, Vastra was looking at the pair of them with a healthy dose of wary respect, "I'm not," Rose clarified quickly, "I'm as human as you get, but this one? Time Lord... so, why don't you help us out a little and answer his questions and then we can get round to helping you that much quicker."

"The Time Lords have a policy of non-interference," Vastra started but the Doctor stood and crossed his arms, scowling down at her sharply and she fell silent.

"Why were you hunting the tunnel workers?" he demanded, his voice deathly soft and Vastra shot a glance at the still kneeling Rose before speaking.

"My tribe was attacked, my sisters murdered in their sleep. This was justice, nothing more," she hissed, her fury bubbling just below the surface and the Doctor's eyes narrowed.

"I did a scan of these tunnels, was it only you that woke from the attack?" he asked, and Vastra glared up at him in response.

"I was the only one to survive it!" she snarled, and the Doctor's eyes widened before filling with a familiar pain at the Silurian's loss.

"I'm sorry," he said softy, "but you can't possibly know who caused the death of your tribe, these workers were innocent-"

"These apes were digging through my sisters's belongings when I awoke!" she snapped and the Doctor's face hardened again in the face of her unwavering anger and Rose bit her lip softly.

"Vastra, how many people have you killed?" she asked gently, but the Silurian's anger was bubbling now and the woman bared her teeth at Rose.

"Not enough."

"Hey!" the Doctor snapped, "answer the question."

"I killed the ones digging through the bodies of my sisters, and then I entered deeper into the tunnels to seek out the rest responsible for their deaths!" she told them, and Rose nodded slowly.

"Doctor, let me call the others, see if they can figure out what caused the death of the tribe," she said but Vastra snarled at her again.

"I know who-"

"No," Rose cut her off sharply, eyes flashing, "You don't... These people, these workers... they were more likely to run at the sight of your kind. I agree that your sisters should have justice, but this isn't it," Rose told her, her voice firm but purposefully gentle, "You've made a mistake."

She stepped away from the Silurian for a moment, pulling her phone from her pocket and dialling for Martha as the Doctor continued to speak with the creature softly.

"How dare that primitive creature try to-"

"She's right," the Doctor said softly, and Rose heard Vastra fall into a stunned silence at his words.

"You've been angry and grieving since the moment you came out of hibernation. I understand that. You have no idea how much but..." as his words faded for a moment, Rose could feel his eyes settle on her back and held her breath, redialling Martha's number when the phone went to voicemail so that he wouldn't know she was still listening.

"Anger is always the shortest distance to a mistake, Vastra, take my word for it," he offered the Silurian softly, and Rose felt her heart constrict.

He'd been angry when he'd figured out her military training, he'd been angry when he'd demanded she get out of the Tardis. He'd been angry when he thought she was lying to him and, Rose realised, he'd made her angry on purpose when she'd admitted to being scared. He'd poked and prodded until she lost her temper and revealed what he wanted to know.

"Rose?"

Just as she was about to turn back to the Time Lord and wrap that crazy scarred alien in the biggest hug in the word, followed by a Tyler slap, Martha finally answered her phone and Rose let out a soft sigh. Setting aside the Time Lord's manipulations for the moment, she began to explain everything to other half of their team of four.

* * *

Martha and the Doctor had moved carefully through the building site, avoiding camera's and keeping an eye out for anything green and scaly.

It was only when the Doctor tugged Martha behind a rubbish skip that he started to look worried though and she watched him for a few moments before pressing him for an explanation.

"What's wrong?" she whispered, and the Doctor frowned slightly in response.

"Unit have been here," he answered quietly, even as Martha shook her head in confusion. "Unit. Unified Intelligence Taskforce... formed to investigate and combat paranormal and extraterrestrial threats to the Earth, I've worked with them before, back in the sixties, but they were more science based and less military back then. We don't want to bump into them right now," the Doctor explained quietly, peering over the edge of the skip.

"So what do we do? Psychic paper?" she asked, and the Doctor was silent for a moment as he considered their options.

"Could do... there's only one guard, could sneak past him..."

"But if we're caught will the psychic paper get us out of that?" Martha asked, and the Doctor shook his head.

"Might as well go straight past him then, not risk it, yeah?" she asked and the Doctor shot her a cheeky grin.

"Oh Martha, where's the fun in that? Come on, this way..." he whispered, grabbing her hand and tugging her around the side of the skip before making a dash for a large piece of debris they could hide behind while his newest companion cursed him impulsiveness quietly.

Glancing around the area, the Doctor was quickly coming to the conclusion that it wasn't a building site at all, but the site of a small explosion. The brickwork on the building, now that he was closer, was showing some charring and the presence of Unit almost guaranteed that there was nothing mundane about the location. It had been fenced off for a reason and he wanted to know what they'd discovered.

He gradually snuck Martha and himself past the single guard that had been left, and past the next barrier they found themselves faces with a deep hole in the ground.

"This wasn't dug out, it looks like something came up from below..." Martha said, staring around at the area Unit had blocked off and the Doctor nodded.

"Some kind of explosion, looks like," he agreed softly before jumping down tot he first ledge of concrete that looked reasonably stable before holding his hand up to held Martha follow him.

"Come on, the faster we get down there, the faster we can figure out what happened, and send the rest of the Silurians back to sleep."

"Even though Unit's poking around?" Martha asked. She noticed the Doctor's lips press together in badly concealed concern, but the Time Lord didn't answer her, simply continuing to move down into the crater, holding out a hand to help her each step of the way as Martha quickly began to wish she'd worn anything other than a skirt.

It took them longer than the Doctor would have liked to reach the bottom, even with the help of some rope ladders that had been left behind by the Unit investigators, but eventually he and Martha jumped the last ledge to land on loose dirt covered with concrete debris from the street above them.

"How far down are we?" Martha asked, brushing dust and dirt from her hands while the Doctor moved further into the hole, discovering a cracked and mangled gas pipe that had clearly been the source of the explosion.

"Not as far down as the Underground, but deep enough," he answered softy, tapping at the twisted metal thoughtfully and Martha shivered.

"So what did all this damage? Was it the Silurians?" she asked but he was already shaking his head.

"Nah... looks like a faulty gas pipe. See, here?" he asked, tapping the pipe beside him again and drawing Martha closer, "this exploded and all that pressure went up but the heat would have woken the Silurians, and apparently broke through into their hibernation chamber," the Doctor explained and Martha frowned.

"How do you know?"

He shot her a quick grin before stepping through a narrow gap in the tunnel wall that had been hidden in shadows, tugging Martha along behind him and thrilling in her gasp of surprise when they entered what appeared to be a small natural cavern filled with what had once been stasis pods.

"Oh my god," Martha breathed staring around at the shattered glass and twisted metal that was scattered through the cavern and the Doctor's grin slipped away like a shadow as he steped further into the cavern, "was this Unit?" she asked, her voice pained and the Doctor shook his head.

"I hope not... not unless they've changed a lot from the last time I worked with them..."

What should have been dozens of hibernation chambers holding peacefully sleeping Silurians were now piles of shattered and melted glass, surrounded by charred and twisted metal. A Hydroponics unit containing plant specimens from the dawn of the Earth laid to waste, with nothing left but fire burnt leave and dead roots. Unsalvageable.

The Doctor ran to the far end of the cavern, but the door to the hatchery had been blown inwards, and the only thing left of the eggs that had been held there were empty cracked shells.

"Doctor!" Martha shouted, and he reigned in the twisted ball of anger and grief at the death surrounding him and quickly made his way back to Martha, finding her standing beside a large machine of human design that was radiating a ridiculous amount of heat.

"Well done, Martha... I think you've found out why the temperature readings were going crazy," he said approaching carefully, and peering through the window at the front of the machine, only to feel his face harden.

"What is it?" Martha asked, and the Doctor shook his head sadly.

"It's an incinerator."

"So... did Unit do this?" she asked, and the Doctor sighed, running his hands through his hair in frustration and stepping back from the incinerator to spin in a circle, contemplating the facts surrounding him.

The gas line explosion seemed to have been a genuine accident, and if the gas had been filtering through into the hibernation and nesting chambers there wouldn't have been much chance of survival.

Unit had obviously been brought in at some point, and as distasteful as it seemed, incinerating the bodies was the most efficient way for the humans to get rid of the evidence of aliens and, the Doctor had to admit, he was a little relieved to find that they hadn't taken the Silurians to be dissected. A little respect for the dead went a long way.

"Doctor?" Martha asked, and he realised she was still waiting for an answer, and dropped his hands from his hair to hang loosely at his sides.

"No. At least, I don't think so... Looking at the charring, this looks like it was an accident, and Unit's just come in to... hide the evidence of aliens, or Homo reptilia in this case," he sad sadly.

"But they're burning the bodies!" Martha cried, and the Doctor turned his soft brown eyes on her for a long moment before shrugging.

"Better than cutting them up or doing experiments on the dead," he said eventually and watched as Martha's jaw dropped in surprise before she started thinking about it, turning his words over in her mind.

It was a long and tension filled moment before her shoulders slumped and she nodded slightly, sighing as she stared around the destroyed hibernation chamber, before jumping when he phone started buzzing.

It cut off before she could dig it out of her jeans, and the Doctor moved to the pile of dead Silurians waiting to be incinerated as Martha finally answered the ringing mobile.

"Rose?... Yeah, hang on, let me put you on speaker," Martha said, and the Doctor glanced up at her from where he crouched beside one of the Homo Reptilia.

" _Doctor? We've found the Silurian that was hunting the tunnel workers,_ " Rose's voice came over the mobile and the Doctor's eyebrows rose slightly, before glancing back around the destroyed chamber.

"Did they say what happened?" he asked, and Rose sighed down the phone.

" _She claims that when she woke up the tunnel workers were going through her sisters... bodies, stealing... she thought they had killed her sisters and retaliated, before going deeper into the underground tunnels and killing anyone she came across, that just happened to be the workers that have been down here while the Underground's being refurbished..._ "

"Nah, the workers might have been looting, but they didn't kill the Silurians," the Doctor cut her off quickly, and there was a beat of silence before Rose spoke again.

" _The workers didn't kill them?_ " she asked, and the Doctor shook his head even knowing she couldn't see before rising to his feet and moving to stand beside Martha.

"Nope... Gas explosion. Complete accident. The explosion probably opened the chamber up to the underground tunnels but the workers worst crime was looting, not murder," he explained before hearing a voice he didn't recognise on the other end of the phone.

" _Lies! He lies!_ "

" _Why would he lie? You heard her, she didn't give anything away-_ "

The Doctor frowned as his past self attempted to talk down the Silurian, and then their voices faded as Rose took them off speaker.

" _Hopefully we can talk her into leaving now... she was the only one who woke up,_ " Rose explained softly, and the Doctor met Martha's eyes before they both glanced at the pile of bodies beside the incinerator.

"How's she holding up?" Martha asked, and Rose was silent for a moment before answering slowly.

" _She was doing better when she thought she was getting some justice for her sisters... Now she's starting to realise she killed all those people for nothing..._ "

"You should go and help her, Rose... that me, well he's not really made for comforting anyone," the Doctor said, blinking in surprise when Rose laughed.

" _Oh I dunno, Doctor... you're not doing too bad,_ " she offered and he could hear the smile in her voice.

"There's got to be a way into the Underground from here," the Doctor said, "Martha and I will find it and make our way to you, it'll probably be faster than trying to take a taxi again,"

" _All right,_ " Rose agreed, " _I'll let other you know... Doctor... if there's anything personal on the bodies for Vastra to keep..._ "

"I'll see what I can find," he promised softly, and he could almost see the soft smile he knew she'd be sending him, before she blew out a soft sigh.

" _All right, see you both soon and Martha? Don't let him get into any trouble!_ " she called, making the other woman laugh softly before they both hung up while the Doctor spluttered.

"That was uncalled for," he muttered but Martha just rolled her eye, before sobering quickly as she turned to the bodies of the Silurians.

"You don't have to help," the Doctor said gently, watching the young medical student bracing herself to search the corpses but she seemed startled at his offer.

"Doctor... if there's something that can help... Vastra... move on, or get some kind of peace after this kind of loss, then I want to help," she explained and after a moment her offered her a gentle smile and together they both moved over to the bodies, the Doctor slowly beginning to describe anything that might have held personal value to the Silurians.

* * *

By the time Rose had put her phone back in her pocket, Vastra had gone from vehement denial to soft wails of despair, her head bowed and the Doctor sat beside her with one hand resting against her should, and staring at Rose with a pleading expression on his features.

In any other situation his desperation for rescue would have made Rose laugh, but the agony in the Silurian's cries broke her heart and she approached the pair slowly, sinking back down to kneel before the woman and took the Silurian's now unshackled hands in her own.

After telling the Doctor that Martha and his future counterpart were going to join them through the tunnels, Rose didn't speak. She didn't offer the Silurian any comforting words, or try to halt the womans tears, just let her cry and held her hand and eventually Vastra's tears slowed and the Silurian raised her face to meet Rose's gentle gaze.

"What am I to do now?" she asked softly, "My people are dead, I am alone... on a planet infested with apes..."

"They're really not that bad once you get to know them," the Doctor offered, and Vastra stared in silence before Rose sighed.

"Regardless, Vastra can't stay here, Doctor... she's killed people, there will be an investigation, and if she goes above ground there's liable to be a riot... Humans have enough trouble adjusting to our own diversity, right now, adding in another species is asking for trouble."

The Doctor studied Rose, his eyes flickering over her features as he frowned, "So you don't think we should just hand her over to the authorities? Maybe the Shadow Proclamation? She did kill people after all..." the Doctor mused, and when Vastra ducked her head slightly, shame radiating off her in waves, Rose glared at him.

"It was an honest mistake," she growled, her teeth clenched together to stop herself from yelling, "I'd imagine, from the way she defended her actions, that it was an acceptable response in her culture, that doesn't mean she deserves what the human authorities would do to her, and I don't even want to think about the repercussions should the Shadow Proclamation hear..." Rose paused when she spotted his lips twitching up into a smile, and ran pulled one of her hands free of Vastra's to rub it over her features wearily.

"That was another test, wasn't it?" she asked quietly, but the Time Lord didn't bother responding, simply shifting to sit up straighter and turning his attention to the Silurian studying them both with barely concealed interest.

"Vastra, Rose is right... While you were wrong, your actions we're malevolent... but you can't stay here so once our friends arrive, I'm going to take you somewhere else, somewhere you can build a new life for yourself where no one will look twice at your scales, where the unusual is the norm," the Doctor explained gently.

"Where?" Rose asked, and the Doctor grinned at her.

"Somewhere around 1870's London. Next to the Elephant Man, Vastra won't even make them look twice," he assured the two women cheerfully and Rose found herself smiling at him softly before he cleared his throat and returned his attention to Vastra.

"I'll hang around for a bit, help you get settled in but I won't be able to stay for long, I've got a human to pick up in 2005," the Time Lord warned, and Rose's head snapped up, eyes widening at his words, but the leather clad Doctor kept his eyes fixed firmly away from her in spite her her grin.

Sitting on concrete and gravel, Rose listened to the Doctor and Vastra as the Silurian asked questions about her pending future in Victorian London, and the Doctor spent as much time as he could telling her about the Earth since she had gone into hibernation at the dawn on the planet.

Martha's soft cursing eventually interrupts their discussion, and Rose turns to find the medical student glaring at the Doctor in brown pinstripes as he forces down a smile.

"These tunnels are pitch black, how can you see anything?" Martha demanded but the Doctor in brown just shrugged.

"Superior Biology," he said simply, turning when he heard Rose's voice echo the same words, and she grinned at him from her spot on the ground before Vastra.

"Ah, there you are!" the Doctor said, almost bouncing his way over to the trio, Martha following on unsteady feet as the gravel beneath her shifted, "Hello, I'm the Doctor," he said softly, coming to a stop beside Rose and grasping Vastra's now unshackles hand in his own.

"I'm really very sorry about your family," he told the Silurian softy, and the reptilian woman bowed her head in thanks, before frowning and glancing at the Time Lord in leather beside her.

"You are both called The Doctor?" she asked, and the Time Lord beside her crossed his arms and frowned.

"It's complicated, I'll explain it later," he offered, and the one in brown rolled his eyes but before the two could begin bickering again, Martha interrupted them having finally staggered her way across the uneven ground.

"We... found something we thought you might want," Martha told Vastra, carefully holding out an ornate brooch in a dull silver tone, that Rose suspected wasn't made of anything close to silver, and instantly Vastra's eyes filled with tears once more even as she stretched out her hand and carefully picked up the piece of jewellery.

"The tribe's symbol..." she whispered softly, before her head lifted to gaze at Martha and the Doctor she had returned with, "Thank you..."

"You're welcome," Martha said, a sad smile flickering across her features and a reverent moment of silence falling over the four travelling companions and the homo reptilia.

"If I know me, I've probably offered to set you up somewhere you won't be in danger-"

"It's taken care of," came the Doctor's cool response, and the two Time Lord glared at each other for a moment before the one in brown rolled his eyes and offered Vastra his arm.

"Shall we? I don't know about you, but I've had more than enough of these tunnels," he explained and Vastra offered a strained smile before pocketing the brooch and accepting the Doctor's arm. A quick glance between Rose and his past self and the Doctor was offering his other arm to Martha, teasing her mercilessly about stumbling around in the dark and leaving the leather clad Time Lord to help Rose up off the floor.

"See?" Rose said with a soft sigh as she was pulled to her feet, her hands enclosed in the Doctor's large cool grasp, and he raised an eyebrow at her questioningly until she tipped her head in the direction of his future self, arm in arm with Martha and Vastra, "you're not subtle at all."

The Doctor before her gave a single sharp laugh before shaking his head, and taking her hand in his as they followed a short distance behind the trio.

"Does he know where you left the Tardis?" Rose asked, and the Time Lord beside her nodded.

"He'll be able to sense where she is," he explained, turning his eyes on Rose and letting most of his attention settle on the blonde beside him as he allowed his future self to guide them through the underground maze towards the Tardis.

"So... you decided to go back for me after all?" she half asked, her eyes fixed ahead and not daring to face the Doctor who had their fingers entwined as they walked and he hummed a soft agreement, "What changed your mind?"

"You did," he answered simply, "you've got the training all right, but somehow... it's not changed you."

"What do you mean?" Rose asked, frowning and finally lifting her eyes to his face, and the Doctor offered her that tiny soft smile she'd so loved, the one that had been a constant struggle to pull from this hardened warrior and at the sight of it now her hear shuddered, skipping a few beats before settling into a nice quick rhythm.

"You don't think like a soldier, Rose... you wanted to help her, even after she'd killed people."

"Of course I did, it wasn't her fault-"

"I know... I know, but... a soldier doesn't think like that. It's kill or be killed, there's very little room for mercy or compassion in a war, Rose," the Doctor said quietly, his voice almost choking on the words and when he fell silent Rose didn't press him any further answers, just squeezing his hand in her gently.

They walked in silence for a while, just listening to Martha cautiously ask Vastra questions, the other Doctor smoothing over any awkwardness with his non stop babble, but after a few minutes Rose felt the Doctor beside her tug on her hand gently, pulling her to a stop.

"There's just one thing I still don't understand, Rose..."

"What?" she asked, her voice quiet as she watched the trio ahead of them get further away, their voices fading as they moved further around the bend of the tunnel.

"Why talk to me... why tell this me and not him?" he asked her gently, and Rose took a deep breath as she considered how to phrase her answer, but when she was ready she let her eyes glide back to meet the cold ice blue of the Time Lord who had first stolen her heart.

"One day, Doctor, all I'll have to do is say sorry and mean it... but this you, you've never been very forgiving of strangers," she explained softly, her smile tight as he stared at her as though he could decipher the very meaning of her existence just by listening.

"Right now I'm a stranger to you, and maybe I don't think I deserve to be so easily forgiven... maybe, Doctor, I don't think I deserve to be forgiven at all," she choked out, mortified that her eyes were beginning to glisten with tears but she held his gaze, willing him to understand and a moment later he had raised his free hand to cup her face gently, running the pad thumb across her cheek to wipe away the stray tears that had escaped her control.

"Look at you, Rose Tyler, tearing yourself up over this," he whispered, his voice rough with emotion before he tugged her to him and wrapped her in a firm hug, letting her bury her face against his neck, drawing in the reassuring scent of cool leather.

"The training, the fighting, the weapons... it's never really about any of that, Rose," the Doctor whispered, his lips pressed against her hair and his voice shaking, "It's always about the kind of people holding the weapons, and willing to use them... I don't allow weapons on the Tardis because I know myself too well. I know how easily I can slip... but you?"

He pulled back then, letting both hands slide along her jaw and raising her face until he could meet her eyes and offer her a warm smile that almost broke her heart, "If there's anyone in the universe I'd trust with the power over life and death it would be you," he breathed quietly and Rose's control shattered as the Doctor pressed a tender kiss to her forehead.

Choking on a sob as thoughts of Jack's unwilling immortality flashed across her mind, Rose threw herself back into his arms, her hands clinging to his waist as she cried into his jumper, letting it muffle her sobs. She had made too many mistakes, and there was too much that she couldn't explain to this Doctor, so she just shook her head against shoulder and let him hug her until she could stop the tears and force them back once more.

When she finally managed to stop her tears and pull back from his steady arms, the Doctor had a handkerchief ready for her, pulled from some deep recess of his bigger-on-the-inside pockets, and he waited patiently as she tried to clean herself up a little.

"Won't... other you be wondering where we are?" she asked, with a heavy sigh but he just shrugged.

"Probably, let him wait. Seems like he needs a few lessons in patience."

"You're very hyper in this new regeneration," Rose admitted, and the Doctor before her rolled his eyes.

"Oh good, something to look forward too," he quipped, and she dried the last of the tears from her cheeks and took another deep steadying breath.

"Alright now?" he asked gently, and Rose forced a small smile to her face that she knew didn't fool him for a moment. She offered him the handkerchief back, but he simply told her to keep it, and wrapped her hand in his again before gently tugging her along the tunnel, getting them both moving once again.

It was only when they turned a corner and came face to face with the Doctor, Martha and Vastra waiting for them outside of the Tardis that Rose came to a stop.

"Doctor?" she asked softly, and the war scarred alien beside her took one look at her face and stepped between Rose and his future self, granting the young women a shield to compose herself and she swallowed hard.

"What's going to happen... when you leave and... current you remembers?" she asked, frowning and the Doctor shrugged.

"The memories might slot into place instantly, or they might take a few hours to firm up and stop being hazy," he explained, sliding his hands into his jacket pocket in a move so reminiscent of his future self that Rose couldn't help but smile, despite the serious look her was giving her now.

"Either way, Rose, I am going to remember," he said softly, and Rose nodded, glancing down at her hands before raising her head again.

"I was always going to tell you, Doctor... I'm just... not quite ready yet," she explained in a whisper, "please believe me, I really was going to-"

"I know," the Doctor told her gently, "I said something to Vastra earlier... anger is the fastest way to a mistake, and... I'm sorry, but I used that against you today," he told her gently and Rose nodded, swallowing hard.

"Well... we've got time, you can make it up to me," she offered, forcing herself to push her fears behind her walls and offer the man in front of her a cheeky grin that drew out his own answering smile. He glanced over his shoulder at the clearly impatient future Doctor and shook his head.

"Apparently, lots of time," he agreed, before turning back to her and Rose's smile softened instantly.

"Thank you, Doctor," Rose told him, eyes sparkling and the Time Lord before her, wrapped tightly in jumpers and leather armour, softened just slightly.

"Rose, you are very welcome."

Her arms were flung around his neck a moment later, and he instinctively picked the small blonde up, her feet dangling above the floor as he grinned into her golden hair before setting the woman back on her feet, and the pair of them moved over to the trio waiting by the Tardis.

"Now, Rose Tyler, I'll go pick you up once I've got Vastra settled in, but you've got to promise to take care of me, I'm pretty useless on my own, as I'm sure you've noticed," the Doctor in leather announced and the brown eyes of his older counterpart widened sharply.

"Oi! No we're not!" he squawked as Martha laughed.

"I was going to say keep telling yourself that, but it goes to a whole 'nother level with you," she chuckled and the Doctor in leather grinned, holding out his arms for a hug from the young woman.

"Martha Jones... I look forward to meeting you, you're fantastic," he exclaimed cheerfully, and his older self shoved his hands into his long over coat as Martha giggled.

"Thanks, Doctor," she answered easily, stepping back from the Tardis so the Time Lord could unlock the doors.

"In you go, yes it's bigger on the inside... don't touch anything..." he told the Silurian as she stumbled through the door, her eyes wide with the usual myriad of emotions, and a moment later the leather clad warrior turned back to his future self their eyes locking in silent communication and after a moment the Doctor in brown nodded.

"Good luck," he offered, and the one in leather nodded, his eyes flickering to Rose for a moment before he answered.

"Take care."

As one version of himself slipped into the Tardis, shutting the door on the future without looking back, the other one took a step or two back, moving to stand between Rose and Martha as they watched the blue time ship vanish from before them with nothing more than a strong breeze to mark it's passage.

The Doctor took a moment to slip his hand into Rose's, glancing down at the woman beside him as his memories of the past day began to settle into his head.

He took particular note red eyes that marked the tears she'd shed against his jumper, and he wanted to ask if she regretted it. Any of it. Going with him, saying yes, saying goodbye, coming back... but he couldn't ask her any of that, fear of her answer closed his throat so instead he forced himself to ask her something just as difficult.

"You alright?"

Her moment of silent contemplation was agonising, but he let her think about her answer, grateful that she was, at least, considering it and eventually Rose let herself sigh slowly before nodding, just once, before turning her red rimmed eyes on his worried face.

"Yeah... you?"

Her eyes were fixed on his face, inches from her own, but he kept his expression carefully neutral as the events of the day unfurled in his mind and he watched the look in her eyes morph from mild concern into full blown worry about his potential reaction.

She knew that his memories of the days activities were emerging, he could see it in her eyes, but after a moment he nodded in response to her question and let himself pull her into a hug with one arm as he rubbed at his eyes wearily.

"We've still got dinner with my mum to get through," Martha groaned and Rose smiled, eyes slipping past him to his other companion and beginning to sparkle with amusement.

"Homo reptilia, or your mum?" she asked and Martha shook her head with a laugh.

"Aliens. Any day."

"Oh, well, now I'm really looking forward to it," the Doctor grumbled, releasing Rose from his hug to shove his hands into his pockets, sulking with the intention of pulling laughter from the two women, and he succeeded almost instantly, hiding his enjoyment of the two women giggling softly as the three of them turned together to leave the London Underground behind.


	22. Meeting Mrs Jones

A/N: The last chapter officially made this story over 200,000 words! That's excluding Author's Notes, so I had a little party with myself and my Laptop at a coffee shop and added a few thousand more to that total! :D Much love to you all!

* * *

By the time the trio had made their way back to their own Tardis, their laughter had quietened and they were all more than ready to get out of the dirt and dust encrusted clothes and sink into large hot baths. More than ready to wash away the grime that had gathered from the building site and the various treks through the underground.

It was only when Martha wished Rose and the Time Lord a good night that Rose realised she'd slipped into her own thoughts during the journey back and was now across the console room from a Time Lord that had all of the memories of the day unlocked and floating around in his head, and all of the same questions his previous self had harbored.

She swallowed hard when she realised that, against this version of the Doctor none of her reasons for not speaking to his past self would work, but she couldn't stop herself from glancing across at the Doctor. It was only when she saw that he was already watching her that Rose quickly lost her nerve, her eyes skittering away from his towards the corridor that Martha had vanished down, clearing her throat sharply.

"Well, I suppose I'd better..."

"Rose."

Her name from his lips, his voice pleading as it drifting across the console room, froze her words and her movements and Rose suddenly found it difficult to draw a deep breath as panic began to claw at the back of her mind.

"I can't talk about this right now," she whispered, unsure if he would even be able to hear her but the tension radiating around the room proved that he had and Rose found herself biting her lip as she waited for the Time Lords response. Nothing happened. The Doctor didn't speak and he didn't move and when the silence became too much for Rose to stand she forced herself to glance across at the Doctor again, only to see him frowning at her with his hands shoved deep into his trouser pockets.

"But you could talk about it with past me?" he asked quietly, the deep hurt to his voice slicing at her heart and she hissed in a breath against the pain. She could hear how he was trying to keep his tone light, but there was an accusatory note there too, just beneath the surface, that lit her anger like a firecracker and she turned to face him, her hands clenching into furious fists and chin rising to glare at the Time Lord in spite of herself and in spite of the voice in her head yelling that he had every right to be hurt and angry with her.

"In case you don't remember everything yet, most of today was you trying to trick information out of me!" Rose snapped, eyes flashing and the Doctor's anger reacted to hers like a spark hitting gunpowder.

"But why did I have to?" the Doctor demanded, his voice quiet despite the burning behind his eyes and Rose almost reeled back at his words, her mind scrambling as she tried desperately to explain her reticence.

"For gods sake! I couldn't tell _that_ you anything! You weren't even going to go back for me-"

"Fine, I understand," the Doctor cut in, his voice tight as he moved around the console, "What's your excuse now?"

"It's not an- Damn it, I just... urgh..."

Frustration made her stumble over her words, and as she spluttered into silence her hands wove through her hair, holding it in a tangled bun off her neck as her head bowed and she fought back tears of frustration and pain that her secrets had brought them to this red hot anger.

She wanted, desperately, to ask him for time. Just a little more time to collect her thoughts and to prepare herself for his reactions, but how could she? How could she ask him to set aside the multitude of questions that her actions had brought up for him in the last few hours, when this version of the Doctor had been waiting, literally years, for those answers. She stood in silence, focusing on smoothing out her breathing while she considered her limited options, but her eyes snapped open at the light touch of the Time Lord's hand on the small of her back.

"Hey," he offered softly drawing her attention from her internal turmoil, his own voice filled with a note of apology that broke her heart.

Rose pulled her hands from her hair and let it cascade down her back again as she lifted her gaze from the floor of the console room to flicker over the Doctor's face, standing beside her as he studied her own features with sad brown eyes. The way she had denied him answers, her rejection and implied mistrust had hurt him and Rose felt her walls crumble just a fraction, just enough for her anger to fade away and exhaustion to flood in.

"I'm sorry," she breathed out, "Doctor... it's not... It's just..."

Every time she tried to start her explanation Rose found her voice faltering and her words failing and after a moment she was just staring up at the Time Lord, pleading silently for him to understand and a heartbeat later her offered her a small sad smile.

"It's okay," he offered quietly, "take your time, I'm not going anywhere," he promised softly and just like that the dam she'd built against her emotions shattered.

She didn't know if she'd launched herself at the Doctor or if he'd pulled her against him but a moment later Rose found herself pressed against him, her arms curled around his neck and his arms around her waist, holding her close as she hid her face against the soft brown fabric of his coat, her frame all but trembling at the myriad of emotions raging through her mind.

She could feel his face buried in her hair and the pressure in her chest got worse as she forced herself not to cry, her hands clinging to him almost desperately. It was only a matter of time now, she knew, before he would find out everything about her last four years and all the decisions and mistakes she'd made.

A large part of her was unwavering in it's belief that he wouldn't condemn her for her actions, but there was still that sliver of doubt that gnawed away at her faith in the Time Lord. The same part of her mind that had seen him take away her Tardis Key, the same part that saw him launch through a time-window on a horse and the same part that had been unsurprised when his visage had disappeared at Bad Wolf Bay.

She didn't know how long they stood together, Rose drawing as much strength as she could from the Time Lord's presence and his arms curled around her reassuringly, but eventually she pulled back and the Doctor let her go.

"Thank you," she offered quietly, stepping back even as he nodded, hands slipping back into his pockets as though trying not to reach out for her again and Rose forced herself to swallow hard on the words fighting their way up her throat and turned to leave, only to find herself stopping at entrance to the corridor leading to the rest of the ship.

"Doctor?" she called, turning to glance back at him to make sure he was listening, "I promise, I _will_ tell you everything," she breathed and the Doctor smiled softly before nodding once.

His quiet acceptance was all Rose could take just then, and she immediately went looking for her room, planning on a shower and bed, while the Tardis hummed her frustration into the back Rose's mind.

* * *

The quiet tension in the kitchen at breakfast the following morning had made Martha pause in the doorway for a long moment before taking a seat and while both Rose and the Doctor seemed at ease speaking with her, Martha noticed that no matter how many times the Time Lord tried pulling Rose into a conversation, the blonde limited herself to vague answers and short sentences.

She briefly considered asking the pair about the cause of the sudden awkwardness, but one quick glance at their faces made Martha decide that she was better off staying out of it for the time being and with a last reminder that they were expected at her mum's at around five o'clock for dinner, the young medical student retreated to her luxurious Tardis bedroom.

She spent most of the morning relaxing with some books, brushing up on her studies and most of the afternoon getting ready with a long shower and a rummage through her wardrobe. It was only when her phone beeped an alert that Martha remembered the tension between Rose and the Doctor that morning, and she bit her lip nervously as she tapped into the messages on her phone.

 _'Any advice on what I should wear?'_ Rose had sent, and Martha frowned softly as she replied.

 _'Why?'_

 _'Well, we're trying to get her to trust us, right? Don't want to overdress or make a fool of myself.'_

Martha bit her lip as she read the message, before shrugging to herself. Rose sounded fine, not stressed out or snippy and Martha let herself hope that the meal wouldn't be an absolute disaster as she tapped out a quick response before going back to brushing her still damp hair.

 _'I'd go with smart casual. My mum can be a bit of a snob.'_

It took a few minutes before Rose responded again but Martha had been expecting the other woman to question her, so she grabbed up the phone almost before it had finished beeping at her.

 _'In what way?'_

The question was carefully neutral and Martha couldn't help but grin. Rose had seen the way her mum had judged the Doctor because of his distracted manner at Lazarus Labs, and she'd been so quick to judge Rose herself that the blonde had ended up being slapped, and yet the other woman was still asking what Martha had meant. She was still giving Martha's mum the benefit of the doubt and the medical student shook her head at the other woman's almost off the scale benevolence.

 _'Tends to be quick to judge, and judges heavily on appearances. I wasn't allowed to be friends with anyone she thought was a bit rough when I was younger, Tish and Leo either,'_ Martha responded, letting her phone slide through her fingers in a loop as she waited for Rose's reply.

 _'Well, despite what happened the other night, I want to try and make a good impression this time. and we both know what He'll be wearing!'_

 _'True!'_ Martha replied, letting loose a soft laugh as she read through Rose's message, _'Does he even own anything else? and I doubt the Converse made a good impression at Laz' labs.'_

 _'I didn't think so, but didn't you mention a blue suit?'_ her responses was faster now, and Martha laughed to herself as she considered that they were both on the same ship. A sentient ship that could have their rooms connected with a door if they so wished, and yet here they were texting each other like teenagers.

 _'Yeah. I don't know what happened to it though, it's been brown for about a week now.'_

 _'As long as he doesn't wear the Tux of Doom. I'm thinking black slacks and that pink button down I got on Scobee?'_

Martha found herself wincing at the mention of the tux, and thanked her lucky stars that a tuxedo would be too over the top, even for her mum. She let herself consider the clothes Rose had mentioned though and grinned as she nodded to herself.

 _'Sounds good. Pair it with that long black coat too, it looks like it cost a fortune... and no trainers!'_

 _'Done. Meet you in the console room.'_

Rose's reply had come quickly and Martha saw no need to answer, so she threw the phone back onto her bed and finished getting ready. It didn't take her long to dry her hair and to pull on the dark jeans and top she'd picked out earlier that day, but when she stepped into the console room she was surprised not to see Rose already there.

Instead there was just the Doctor standing before the screen, his expression almost sad and Martha cleared her throat softly, drawing his gaze and a light smile to his features.

"Evening," he called and Martha grinned, moving up to stand by the console as she noticed he was once again wearing the brown pinstripes. It was fine though, she reassured herself, her mum had only seen him in the tux so it would look like he was making an effort.

"Hi, is Rose not here yet?" Martha asked, and the Doctor's face fell into a frown so quickly that she felt nerves bubbling up her spine and almost wishes she hadn't asked.

"No, she was here... she popped out though," the Doctor told her quickly, averting his eyes back to the console and it's monitor and moving around to adjust some of the controls as Martha frowned.

"Well... if she's too much longer we're going to be late," she said, and the Doctor paused before shooting her an amused look.

"Martha... we have a time machine," he said, eyes sparkling but her eyes widened in surprise.

"We're taking the Tardis?" Martha asked and the Doctor blinked at her as though puzzled by her surprise.

"Well... yes? Rose mentioned that you might need some proof," he explained, turning his full attention on her as she swallowed hard and tried not to panic.

"Yeah, but... I mean... we could end up anywhere, any when..."

"We won't." the Doctor said with a sigh and a sharp shake of his head but Martha just crossed her arms, one eyebrow raised and an expression of pure disbelief on her features. A moment later, when her silence finally registered, he glanced back at her before sighing releasing another long suffering sigh and explaining quietly, an obvious note of reluctance to his voice.

"Rose... asked the Tardis to behave," he admitted softly, but Martha just shook her head.

"So?"

If she didn't know better, she'd have thought he was gritting his teeth, Martha thought, as the Doctor's whole frame seemed to tense before he answered her again.

"She likes Rose better," he finally admitted, and Martha felt her mouth fall open in surprise before a startled little giggle escapes before it swiftly turned into a bout of full blown laughter and the Doctor ran frustrated fingers through his already tousled brown hair.

"Yes, alright..." he muttered as Martha continued to laugh, quietly but quite uncontrollably. Anything else he might have been about to say was cut off by the Tardis doors opening and Rose walking up the ramp, grinning up at the time rotor as it bobbed in greeting and sending Martha off into fresh peals of laughter.

"What's so funny?" Rose asked as she reached the console but the Doctor didn't seem inclined to answer and it took Martha a moment to stop laughing long enough to explain.

"The Tardis likes you better?" she finally managed to choke out, and Rose blinked for a moment, startled before a soft smile took over her features and she patted the console gently.

"Nah... the Tardis and I are like sisters, but if I went against the Doctor she'd turn on me in an instant," Rose explained softly, and the sincerity ringing from her words quickly softened Martha's amusement, even as her words pulled the Doctor out of his slouched position against the console.

Spinning one more control, and hitting a couple of buttons the Doctor moved quickly around to the dematerialisation lever with renewed confidence and flipped it quickly without so much as a warning, sending the two women stumbling across the grate flooring, a mix of curses and laughter floating up around him, but the Tardis movements stilled quickly and with a brief glance at the monitor the Doctor stepped back from the console, hands in pockets with a self-satisfied grin spread wide across his features.

"We made it?" Martha asked as she released her tight grip on the rim of the console and the Doctor nodded brightly so she turned her attention back to Rose as she blonde regained her own footing, "So, what did you go out for?"

"Oh!" Rose said, before diving into the plastic bag she still held in one hand, pulling out a bottle of wine and a bunch of flowers, "Never go to a party empty-handed," she said cheerfully before handing the flowers to the Doctor.

"What am I going to do with a bunch of flowers?" he asked, his expression a mixture of puzzlement and amusement even as Rose grinned.

"You're giving them to Martha's mum," she explained easily, and he raised an eyebrow at the blonde as she carefully slid the bottle of wine into a gift bag.

"Why am I giving Martha's mum flowers?" he pressed, but Rose just smiled wider, her tongue beginning to sneak out from between her teeth.

"Because it would be weird for _me_ to give Martha's mum flowers," she told him lightly and the Doctor rolled his eyes before moving over to the console to enter some kind of information into the monitor, his back to the two women now waiting at the top of the ramp for him to be ready to leave.

"Also,try not to forget to apologise for being rude at Lazarus Labs," Rose added, watching as the his shoulders tensed, and she bit her lip hesitantly, wondering just how far they would be able to push him before he snapped and rebelled against the normalcy they were subjecting him to. He didn't say anything though, and a few moments later he'd joined them, bouquet of flowers in hand and the trio had stepped out of the Tardis and onto the street right outside Martha's mum's house.

Armed with wine and flowers, Rose and the Doctor followed Martha up the steps to the front door and waited patiently as she pressed the doorbell, the warm light inside inviting even as a scuffle was heard on the other side of the door. Rose shared a look of concern with the Doctor but Martha's amused grin settled them both down and she found herself quickly explaining.

"Tish and Leo, always fight over who can get to the door first... ever since they were kids," Martha said quietly, but a moment later the door opened to reveal that, while her siblings fought, it was Martha's mum who had made it to the door.

"Hi, mum," Martha greeted, moving across the threshold and stepping into a hug before turning slightly and drawing her mothers attention to the pair still standing outside.

"You remember the Doctor and Mal Lupin, guys this is my mum, Francine Jones," Martha said, finally able to introduce the three of them to each other properly but Rose was watching Francine carefully even as she and the Doctor smiled a greeting.

The womans frame seemed tense, almost poised for action, and for just a moment Rose was sure that the woman was about to grab Martha and pull her into the house while slamming the door in their faces.

Martha seemed to notice something as well and she gently pulled herself away from her mum to frown at her in soft confusion and the movement seemed to snap the woman into motion, a polite smile forcing it's way onto her features.

"Yes, hello, thank you for coming," she tried, stepping backward into the house and opening the door wider to make room for the pair of them to step inside.

"Thank you for inviting us, Mrs Jones," Rose said, making sure to keep her voice bright and friendly, even as her eyes began scanning the house for potential traps and escape routes, "Martha didn't know what was for dinner, so I figured a dessert wine would be a safe bet," she continued, handing over the gift-bag wrapped bottle with a tongue-in-teeth grin and enjoying the open surprise on Francine's face.

Despite her instinctive search for dangers and escape routes, Rose didn't really believe that the woman would do anything too extreme with all three of her children in the same house, so she let Martha take and hang her coat while the Doctor stepped in behind her, handing over the bouquet of flowers with a bright grin of his own.

"Lovely to see you again Mrs Jones, and I'm sorry about my behaviour at Lazarus Labs but, in my defence, there was a giant mutated human running around trying to kill us all."

Either oblivious to or ignoring Mrs Jones shell shocked expression, the Doctor flung his own long coat onto the rack, and Rose sighed mentally, pushing back her flash of exasperated amusement as she watched the Doctor's movements, wondering how she could have expected anything else from the undomesticated Time Lord.

"Yes, well... Martha, why don't you show your guests into the lounge while I put these in some water... Dinner should be ready soon," Francine finally managed to force out, reluctantly closing the front door behind them all while Martha nodded and quickly ushered the Doctor further into the house before he could make things even more tense.

While neither of Martha's siblings had made it to the front door, they were waiting in the middle of the living room to pounce on their sisters friends, and Tish reached the Doctor's side first with a blinding smile.

"Doctor Smith! I have so many questions about the other night, and you seem to be the only person with any answers-" she started, Leo's bright laughter cutting off her words as he approached the group and pulled Martha into a hug.

"Blimey, Tish, let him get through the door, eh?"

Despite her embarrassed blush at her brothers teasing, it only took Tish a matter of moments to pull the Doctor and Martha into full blown discussion and Rose found herself sitting at one end of of the large sofa, watching the Doctor with a soft smile on her features as he found himself in his element explaining complex scientific theories to an absolute novice.

"It was good of you to come tonight," Leo said softly as he lowered himself into the armchair beside Rose's spot on the sofa, and she sent him a soft enquiring glance that made him smile.

"Mum slapped you, I surprise you didn't turn up with the police and an assault charge," he explain and Rose shook her head.

"Nah, I understand why she reacted like that... Can't say it was comfortable, but no harm done," she explained with a shrug before glancing back over at Martha when the young woman laughed at something the Doctor was describing, "besides, it's important to Martha."

"How long have you know her?" Leo asked after a moment and Rose blinked in surprise, diverting her attention from the Time Lord to the young man sitting beside her.

It was an odd sensation, she decided, sitting beside someone she knew so well. Someone who had stitched up her wounds on a dozen different occasions, someone she trusted with her life and yet this version of Leo Jones not only didn't know who she was, but was probably only peripherally aware of which end of a scalpel was the sharp end.

It was Martha who was going to be the amazing doctor in this universe, and she forced herself to remember that, while they shared the same face, this Leo might be nothing at all like her medical officer in the parallel world and as she pushed everything she knew about this man to the back of her mind she allowed herself to think about his question carefully.

In her own personal time line she'd been travelling with Martha for only five or six days and she had to do some quick maths in her head to figure out when Lazarus Labs had been for Leo and the rest of the Jones family, relief flooding her when, surprisingly, the timelines matched up.

"Just under a week, we met at the Labs last weekend," she explained and Leo nodded as though he'd already figured that out and Rose tipped her head wondering where he was heading with his questions.

"So five days... and you're braving a meal with our mum... because it's important to Martha?" he asked and yet there was a mild amusement to the quirk of his lips that told Rose he didn't expect her to answer.

It was impossible to explain how quickly going through a life and death situation or two with someone strengthened an acquaintance into a friendship, and Rose bit her lip as she considered her answer but Leo shook his head as he glanced over at Martha and the Doctor.

"You and that Doctor... you're not a simple as you're trying to pretend you are," he said simply and Rose felt her breath catch in surprise, narrowing her eyes slightly as she considered the man beside her. He didn't know for sure, she realised a moment later, he was just observing but that made his apparent knowledge all the more impressive and she found herself smiling and shaking her head.

"No, we're not."

"So... that would be why Martha wanted Tish and me here tonight," he continued, clearly turning her confirmation over in his mind as he continued, carefully weighing his words, "a bit of a barrier between you and mum."

"None of us have lied to you," Rose reassured quickly, and Leo blinked at her before grinning.

"Nah, didn't think you had," he said quickly and Rose blew out a relieved breath, "Doesn't mean you wanna face the full brunt of mum's anger without some backup though," he continued and Rose laughed lightly, surprised at his easy acceptance.

She could see the questions building behind his eyes and shook her head quickly, "I think I'd better let Martha explain the rest," she told him quickly, unable to resist smiling at the flash of disappointment in his eyes but after a quick glance at his sister he nodded his agreement.

"Yeah, alright... after dinner, I'm assuming?"

"Probably," Rose agreed, "I think she's just... winging it, though,"

"Sounds like Martha," Leo said with a laugh, his grin fading slightly when he spotted his mother standing in the doorway to the living room. She glanced around at the Doctor, Martha and Tish, laughing and then moved her eyes over to Rose and Leo and the longer she looked the darker her eyes seemed to get but Rose kept her smile light when she finally met the other womans gaze.

"Mrs Jones, everything okay? Is there anything I can do to help?" she offered, but the woman was already shaking her head.

"No. Thank you... Leo, Tish, why don't you help lay the table while Martha shows out guests to their seats?" Francine asked but her tone brooked no argument and Leo's smile faded while Tish's laughter fizzled out like a spark hitting water.

"Bloody hell," Martha muttered once her siblings had followed their mum out into the kitchen and Rose stood up slowly with a sigh.

"It's alright Martha," Rose reassured the other woman gently while the Doctor bounced back to his feet and began looking for the dining room.

"I don't know why she's-"

"We don't know, yet, what she's been told," Rose said softly, and Martha nodded while her hands rubbed together in frustration.

"I know... I just want to get dinner out the way so we can talk... I mean, if she throws you out before you've eaten-"

"Then we can eat in the Tardis," the Doctor reassured easily and Martha shot him a grateful look before leading the pair of them through her mums house and into the dining room.

* * *

The meal, while pleasant, was tense. Not unexpectedly so but Francine didn't seem able to keep her eyes off Rose and the Doctor, constantly watching them as though she expected one or both of them to suddenly draw weapons and begin threatening her family and the longer she stared the less Rose was able to eat.

Leo and Tish did an amazing job of trying to keep the conversations natural and easy going, but when it became apparent that, no matter what they tried, their mother wasn't going to be drawn into any kind of light-hearted discussion, even they eventually lapsed into an uncomfortable silence.

When the only sound for a couple of minutes was the occasional clitter-clack of a fork against a plate ringing around the room, Martha pushed the remains of her own meal away with a heavy sigh and shifted in her seat so she could face her mum properly.

"Look, mum... I didn't suggest dinner so you could just stare at them like... like some kind of experiment," she started and Francine's shoulders tensed, her daughters words immediately putting her on the defensive.

"No, you suggested it so I could get to know your friends, but so far they've said nothing about themselves at all-"

"Well what do you want, a bloody biography?" Martha snapped, and Rose cleared her throat before the pairs argument could devolve into a full blow row.

"Mrs Jones, I understand you'd like to know a bit more about the Doctor and myself, but-"

"Anything," Francine cut in sharply, "I'd like to know anything about you at all since so far I have your names and the pair of your throwing yourselves headlong into danger and dragging my daughter along with you."

Rose felt the Doctor tense beside her and forced herself to stay calm, breathing out slowly as she turned her eyes on Martha, letting the other woman take the lead.

"How do you want to do this?" Rose asked, and the young medical student sighed, running her hands across her face wearily before she seemed to shake herself and sit up a little straighter before turning to face her mum once more.

"I told you that the Doctor's a doctor of Physic's," Martha started, "but that's not true-"

"Actually, it is," the Doctor offered easily, but when Martha shot him a glare his smile withered slightly and he quickly fell silent.

"Alright, but it's not the most defining thing about you," she growled before returning her attention to her mum but the interruption seemed to have thrown her and she hesitated.

"He's... look, what I'm about to say... you're gonna think I'm mad," she said with a nervous laugh, letting her eyes skitter over to Tish and Leo as well before returning her attention to her mum, "but I'm not... I'm really not and... and if you can just hear me out, I can prove it," she promised, taking a single steadying breath before being able to continue.

"So... you all know how the hospital was taken up to the moon. By aliens," Martha started and Leo and Tish nodded, seeming to hang on her every word but Francine, Rose noticed, was already glaring at the Doctor in suspicion.

"I told you all about it, yeah? How they were looking for an alien fugitive inside the hospital?" she waited until she'd received another round of nods before swallowing hard and continuing, "Well... the space-rhino's and the person they were looking for weren't the only aliens in the hospital that day," Martha admitted slowly, biting her lip as she turned her eyes on the Doctor.

He was bearing up under the sudden scrutiny surprisingly well, Rose thought, right up until his manic grin spread across his features, hiding the bubble of panic behind his eyes, and a hand quickly popped up to wave at the Jones family.

"Hello."

"Oh my god!" Tish gasped, her jaw dropping and Leo's eyebrows practically vanished into his hairline but Rose kept her focus on Francine, the woman's face a terrifying mixture of anger and fear.

"Long story short," Rose cut in, quickly silencing the bubble of questions rising from Martha's siblings, "the Doctor has a ship and he invited Martha to travel with him," Rose explained.

"It's not just a ship," Martha added, "it travels in time too, so-"

"Oh don't be ridiculous," Francine finally snapped, time travel apparently a step too far as eyes flashed furiously, and Martha froze even as Rose felt her own eyes narrow.

"I'm not," Martha finally shot back, "I told you... we can prove it."

Now that her restraint had been shattered, it seemed Francine was no longer listening to her daughter, and quickly swung her eyes round to glare at Rose and the Doctor.

"I suppose you're claiming to be some kind of alien as well? Mal Lupin," Francine all but sneered, "It doesn't even sound human!"

"It is," Rose said softly, "It's Latin, but no... I'm human."

"But you knew what he was," Francine snapped, eyes flashing dangerously as her anger and frustration centred around Rose, and the Doctor shifted in his seat again before attempting to divert the womans attention.

"Mrs Jones," the Doctor started but Francine seemed to be on a roll now, her trembling hands pressed hard against the table as she leant towards Rose who kept her body relaxed against the back of the dining chair.

"You knew what he was when I asked you about him!" Francine continued as though she'd not heard the Doctor's voice, and Rose had to consider that maybe, in her fear fuelled fury, she hadn't, "You knew Martha was in danger... You must have known what his life is like, running headlong into danger without a care for those he leaves behind-"

"Mum!"

"You lied to me about whether my daughter was safe and it was you she ran after into that bloody lab!" Francine snarled, rising to her feet sharply but quickly falling silent when the Doctor copied her movements, and taking a single step around the table and conveniently placing himself between Rose and Francine Jones.

She stepped back from the table and the Doctor as though scared he would attack her and Rose considered her behaviour in silence, unmoving and all but ignoring the accusations that had been flung at her, but the Doctor didn't advance on the woman, and Rose knew he must have seen Francine's fear because he was keeping his body language as relaxed as possible in spite of his own cold anger that she could hear in his voice as he spoke.

"That's enough," the Doctor said softly, "the last time you were this angry you slapped Rose, and that won't be happening again."

His quiet but firm defence almost made Rose lose her train of thought, but she set his concern for her, and her relief at hearing it, aside for later and calmly slid her hand into the Doctor's, tugging gently until he glanced at her and reluctantly moved to slide back into his seat.

"Who's Rose?" Francine demanded, her voice quiet and dangerous and Martha winced, pressing a hand to her face to smother a soft groan.

"Mrs Jones..." Rose said softly, drawing the womans gaze from the Doctor back to herself and gently indicating her now vacant seat. There was a long tense moment where no one moved but eventually Francine sat down again and Rose let loose a heavy sigh.

"I admit that I omitted certain pieces of information during our discussions. I don't go around revealing the Doctor's non-terrestrial origins to everyone, after all," she said softly, "but everything I did tell you was absolutely true, including my name. I wasn't born Mal Lupin, but it's an alias I frequently go by and, in my defence, I'm not the only person on the planet to have a pseudonym."

At the growing disbelief on Francine's features Rose sighed, brushing her hair away from her face she took a moment to cast her mind back to the night at Lazarus Labs. She'd been especially careful not to get caught in a lie once she knew Francine was the mother of the Doctor's current companion, but her memory refused to give her specifics.

"I told you he was a very old and very dear friend, I told you that he was one of the best people I'd ever met. I also told you that he was a genius and had enemies. In regards to Martha's safety I told you that the Doctor was the safest person to be with, and that's because he will do anything within his power to keep her safe but, if I remember correctly, the most important thing I told you was that following the Doctor is always the choice of his companions. He never forces us, and frequently disagrees with our insistence at staying by his side," Rose said softly, and while she could feel the Doctor's gaze burning into the side of her face she refused to move her eyes from Francine's.

"Doctor of physics?" Francine demanded, a sneer to her tone that made the muscles in Rose shoulders tense but she forced herself to shrug lightly.

"Genius. I'm pretty sure he's a Doctor of many things."

"So what's his actual name then?" Francine demanded and for the first time Rose hesitated.

"I'm the Doctor," came the soft voice from beside her and, as she suspected, the apparent non-answer lit Francine's anger once more

"No, that's really what he's called... just 'Doctor," Martha said quickly, spotting her mum preparing for another round and trying to cut her off before she started, "I know it sounds like avoidance, but it's really not-"

"So let me get this straight," Francine said, her voice dangerously soft and Rose felt the Time Lord shift beside her uneasily.

"You're an alien called the Doctor and you have a ship that travels in time, and you invited my daughter to travel with you... when was this?" she demanded, and Rose glanced at Martha to see the woman sitting with her shoulders slumped as though she wanted the floor to open up and swallow her.

"Uh... Leo's birthday, after the argument and everyone left..." Martha admitted.

"Last Saturday?" Leo asked, surprise colouring his tone but he quickly fell silent again when his mother glared down the table at him. Rose took her chance to study his face and then Tish's. There didn't seem to any sign of scorn from the two siblings, like Francine was displaying, and not even a hint of anger so Rose offered them both a genuine smile before turning back to Francine.

"Six days," the woman said slowly, "and then you were at that event on Sunday," she mused running the last week through her mind and Rose sighed even as Martha began to look nervous.

"You're thinking it's all okay, because Martha couldn't have gone anywhere in the last couple of days... you spoke to her on the phone, after all," Rose said, watching as her words made Francine all but freeze, her tension returning quickly.

"You're forgetting that his ship can travel in time, as well as space," Rose added gently, still studying Francine's reactions intently and missing the quickly waning restraint of Martha's siblings.

"Can we see?" came Tish's hesitant voice from her place beside Leo and when everyone turned to stare at her, her eyes widened like a rabbit in the gaze of a fox.

It was clear she'd not quite meant to ask her question aloud, but there was an excited energy around the young woman that she wasn't quiet able to contain, and Rose spotted the thrilled little smile growing on the Doctor's features. Her lack of fear had clearly impressed him but it had also terrified her mother.

"No! Absolutely not!" Francine snapped, panic lacing it's way through her voice and Rose watched Tish, and even Leo, almost wilt in disappointment.

"I actually think that's up to me, since it's my ship," the Doctor said, frowning, and Rose grimaced as she shared a concerned glance with Martha across the table turned battlefield.

"None of my children are going anywhere with you," Francine snapped, and Martha finally lost her unending patience.

"For Gods sake mum, I said yes!" she snapped, "When he asked me to travel with him, I said yes!"

"Martha, you don't know how dangerous he is!" Francine told her, "You don't understand-"

"No mum, _you_ don't understand! It's wonderful and amazing and exciting, the whole universe at his fingertips!" Martha said, her voice softening in genuine amazement, "I've been to see Shakespeare and stood on different planets and-"

"That's enough!" Francine snapped, silencing Martha instantly and Rose shook her head.

"What is it, exactly, that's bothering you?" Rose asked suddenly, and the room fell silent, and she could taste the rising curiosity, "because, trust me, I've revealed and explained the existence of aliens to almost more people than I can count and none of them, not a single one, has reacted like you," she told the woman, finally shifting her relaxed posture into something slightly more confrontational, letting her elbows lean against the table as she sat forward slightly, with her hands pressed together and her fingers resting just below her chin as she considered Francine Jones through narrowed eyes.

"I don't know what you're talk-"

"I think you do," Rose said simply, and she spotted Martha frowning from across the table.

"Rose... what-"

"You're angry at the perceived lies," Rose continued, cutting Martha off gently but keeping her eyes on Francine and she felt the Doctor move slightly at her side, sitting up as he began to listen to what she was saying with interest.

"You're scared that the Doctor might be a danger to your family, and your mistrust is almost palpable but do you know what you're not?" Rose continued to question gently, watching Francine stare at her with badly disguised suspicion until eventually the woman shook her head, just once.

"You're not surprised."

Rose heard Leo's sharp in-drawn breath and gave she found herself giving Francine a small humourless smile.

"We've just told you that you're serving dinner to a time travelling alien and the only emotions you've not displayed, for even a moment, are shock or surprise... which means you already knew... So, now I have a question for you; Who told you?" Rose asked softly, and for the first time since they'd entered her house Francine looked like she'd been backed into a trap.

Rose was just about to back off, not wanting the women to lash out in fear when Leo finally spoke up.

"You said someone had warned you," he said softly, putting the pieces together himself and when Rose turned her amber eyes on him he was frowning slightly, head tipped down as he started to think, a hint of disappointment growing across his face, "back at the labs... there was so much crazy shit going on that night, but you said you'd been told things," he said softly, before his eyes lifted from the table to stare at Francine, while he shook his head.

"She's right mum, you already knew..." he said softly and Francine made a small sound of complaint at the look of disappointment her son was sending her. It only took a moment of that look before she snapped though, eyes narrowing as she turned to glare at the Doctor as though it was his fault Leo had backed up Rose.

"Someone recognised you, knew you were alien... a threat," she growled at last, and just like that the Time Lord was invested.

Up until that moment the Doctor had been letting Rose and Martha deal with the family's questions and concerns, staying as far away from the domestics as it was possible for him to get while sitting at a dining table eating a meal. The moment Francine Jones mentioned that he had been recognised the Time Lord leant forward with sparkling eyes and an insatiable curiosity that had Rose trying to smother a grin and forced her to avoid Martha's equally amused gaze.

"Who?" he asked, but Francine shook her head.

"I didn't ask, someone from a government department set up to clean up the trail of disaster you leave behind you, to bury the dead... they warned me you were dangerous, that Martha should choose better friends... then you went and proved them right, the entire night became chaos, with you right at the centre," Francine sneered, looking the Doctor up and down for a moment, her frustration obvious before she turned her eyes on Martha.

"Everything they'd warned me about happened that night, and I knew you were in danger with him, even if you wouldn't see it yourself," Francine tried but while Martha let the woman hold her hand there was a steely determination in her gaze that made her mother flinch.

"Then, a few days ago... after you rang... I got phone call... Some woman said I'd spoken to one of their officers at Lazarus labs... they wanted to know if I'd heard from you, Martha, and if you knew where this Doctor was..."

"The government?" Rose asked, glancing at the Doctor as he frowned.

"Sounds like Torchwood," he muttered and Rose bit her lip sharply, knowing that Jack wouldn't have scared Francine in this way even if he'd been strongly opposed to the Doctor.

"You sure?" she asked softly, not yet willing to divulge just how much she knew of this worlds current Torchwood operation, but the Doctor just shrugged one shoulder.

"The only other government department I know of that would be that interested is Unit, and they've worked with me before so they're unlikely to go around telling my companions families that I'm dangerous," he mused softly but Francine was shaking her head.

"I've not heard either of those names before," she admitted, "they didn't say which department, just that they were there to clean up the trail of destruction you eave behind,"

Rose bit her lip for a moment as she considered the woman sitting at the end of the table, her eyes still concerned for her family, and distrust emanating from every line of her posture, but it was the Doctor who broke the tension filled quiet that had layered itself across the dining room.

"Mrs Jones... the problem is Martha has an open invitation to the Tardis," the Doctor said quietly, "and I'm not about to revoke it just because you don't trust me... frankly, Martha's opinion means more than yours," the Doctor admitted and Rose didn't bother smothering her soft groan before shooting the Doctor a glare and he winced in response.

"Rude?" the Time Lord asked but instead of answering him Rose just rolled her eyes before turning to the currently speechless woman in an attempt to smooth over the Doctor's well meaning but offensive support of Martha's decisions.

"Mrs Jones... would you like to see where Martha's been staying for the last week?" she offered, taking a risk and watching as the woman's quickly building anger paused and was gradually replaced with surprise and a growing reluctant curiosity. Her gaze flickered between Rose and the Doctor as she considered the invitation before settling on the Doctor, the silence hanging for a long moment before he cleared his throat awkwardly.

"It's fine with me," he added, and Tish was unable to smother her soft sound of delight.

"All of us?" she asked, and the Doctor laughed before nodding and then every eye at the table was on Francine again as she considered, concern for her family welling up in her eyes and Martha took her hand gently.

"Mum, I promise... it's fine," she coaxed, her voice gently urging the woman to give in and after a moment Francine's tension crumbled away just enough to let her curiosity take hold.

"Fine... I suppose if I can't stop you from running headlong into danger, I can at least make sure you're living somewhere safe," she muttered and the Doctor bounced to his feet instantly at her surrender, making the woman flinch slightly and blink up at him surprise.

"What, now?" she asked, seeming shocked and Rose smiled, also rising to her feet as she nodded.

"Why not?" she asked, but Francine didn't answer and after a moment she stood again and cautiously followed Leo and Tish to the front door, her hand still clinging to Martha's and her fear written all over her face.

"Brave woman," Rose murmured softly as the Doctor helped her into her own coat, and she felt the Time Lord pause and knew he was studying Francine's face before humming a soft agreement.

"She's terrified," he muttered softly, almost surprised and Rose nodded before turning to stare up at the Time Lord, her eyes sad and watching him freeze as he took in the emotions floating openly in her gaze.

"Makes you wonder exactly what she's been told," Rose whispered beneath the babbling excitement of the Jones siblings, and the Doctor's face hardened instantly, his thoughts obviously racing off to every dark corner of his mind and every nightmarish moment he blamed on himself, before he quickly smoothed it away and shook his head as though the simple motion could dispel the memories.

"Come on," he breathed a moment later before taking her hand in his, "time to prove Torchwood wrong."

* * *

The looks of confusion, when the Doctor unlocked the Tardis, were brilliant, but they were nothing compared to the thrill of watching those same expressions melt into shock and awe when, one by one, the members of the Jones family stepped inside the Tardis and found an entire world within.

' _Or, more accurately, an entire dimension... right, dear one?_ ' Rose thought, pushing the words at the Tardis and receiving a slow bob of the time rotor in response and a startled glance from the Doctor that forced her to duck her head and refocus her attention on Francine Jones as she stared around the room, her expression caught between fear and, at long last, disbelief.

"Mrs Jones," Rose called and the woman's head whipped round to stare at her almost blankly, so Rose offered her a smile and held an arm out to the nearest corridor, "this is just the console room, far too many buttons and levers in here... why don't we go into the kitchen and have a cup of tea?" she offered and after a moment the woman took several hesitant steps towards the corridor Rose was indicating, and Rose gently guided her through the ship leaving Martha to herd her brother and sister along behind them with the Doctor coming in at the rear.

They stepped into the kitchen rather quickly, and Rose couldn't help the wave of gratitude she felt when she realised that the Tardis was purposefully making herself seem smaller in an attempt to comfort Martha's mother. In spite of this the woman still breathed out a startled "impossible," when she stepped into the kitchen, fully stocked with appliances from across the universe with the kettle already boiling.

The Doctor took one look at Francine, and muttered that he'd make the tea, moving quickly away from the group as Rose carefully settled the woman at the table with Leo and Tish quickly taking the seats either side of her and Rose smiled at the trio as she and Martha also settled into seats.

With Leo and Tish barely containing their excitement, pointing out different things they were noticing to each other, Francine seemed to be soaking in her surroundings silently, and although Rose could see Martha shooting her mother worried glances she decided to just wait the woman out and eventually Francine took a deep breath and let it out in a sigh.

"I don't know what I expected," she admitted before shaking her head, "it wasn't this, though," she finally admitted and Rose graced her with a wide grin that she slowly returned with a hesitant smile of her own, and a moment later there were mugs of hot tea placed in front of all of them along with a pot of sugar and jug of milk.

"Can we drink this?" Tish asked suddenly, "It's not like... some alien tea, is it?" she asked, eyes glittering but the Doctor grinned at her enthusiasm even as Martha rolled her eyes.

"Not unless Tesco have a intergalactic supplier I don't know about," he said cheerfully, before pausing, "although..."

"Don't tease, Doctor," Rose scolded gently, but his eyes were sparkling as Martha and even Leo laughed at the worried look on Tish's face.

"You've got questions?" Rose offered, eyes meeting Francine's again as the laughter died away and the woman nodded, before shaking her head.

"Yes... I... I don't know... where do I even start.." she stumbled and Rose tapped Martha's arm gently, encouraging her new friend to step in, to explain, now that her mother was finally starting to listen and once Martha started talking she had the rapt attention of her mum and both her siblings.

She told them the full story of the Hospital's trip to the moon, how the Doctor had found her and offered to let her go travelling. She told them how he'd proven the ship could travel in time and then how she'd been to see William Shakespeare.

Rose knew from experience that disaster had to have struck at least a couple of Martha's trips, she'd been travelling with the Doctor after all, but the young woman didn't bring it up, sticking to the highlights of experiencing history and standing on different worlds and meeting aliens.

As she moved onto Lazarus Labs, meeting Rose and the events of the past week, Rose carefully eased herself up from her chair, making sure not to interrupt Martha, and retreated to the back of the kitchen to deposit her cup in the sink before leaning against the counter and watching the way Leo, Tish and even Francine were absorbed in everything Martha had to say.

It took only a moment or two before the Doctor realised that she hadn't returned to the table and glanced around, only relaxing when he found her standing at the back of the kitchen watching. A quick glance at the Jones family and he'd extricated himself and moved to stand beside her. Leaning against the counter, his arms crossed with a frown across his features, he reminded Rose so much of his previous incarnation that she felt her breath catch in her throat.

"Torchwood," he muttered and Rose sighed before shaking her head.

"I've been thinking and it can't have been," she said eventually, ignoring the look of surprise and the raised eyebrow as she kept her gaze on Francine Jones, "I told you, I started working for them when I got sent back across the void. I was Torchwood's agent at Lazarus Labs. There was no one else there," she said softly and the Doctor made a soft sound of complaint that finally drew her eyes to his.

"I forgot," he admitted softly, and Rose couldn't help but grin.

"Really?" she asked and the Doctor shrugged.

"There's so much about you that's... new... I suppose that piece didn't really register as important," he admitted and Rose softened instantly.

"I get it," she promised and he smiled, unfolding his arms to curl his fingers around hers and Rose sighed, dropping her head to his shoulder.

"It does raise a concern though," she said, "If you say it isn't Unit, and I say it isn't Torchwood..."

"Then who is tracking down my companions family and convincing them I'm as deadly as a Dalek," he mused quietly, and Rose nodded before the pair fell silent and listened to Martha try and explain time travel and the Tardis' instantaneous form of movement to her family.

It took a while, but the Doctor waited patiently for Martha to finish her story and for her audience to finish peppering her with questions. Standing at the back of the Tardis kitchen with Rose who, eventually, hopped up to sit on the counter, the pair of them watched and listened as Martha gradually revealed what the last couple of weeks of her life ahd been like to her family

At long last Francine raised her eyes from Martha's face to study the Doctor and Rose, her face firm but it was lacking the dark anger and dash of fear from earier in the evening and Rose felt hope beginning to burn in the middle of her chest.

"Doctor," the woman called and with a quick glance at Rose as the blonde dropped from the counter to the floor, the Doctor moved back over to the table, only letting Rose's hand go long enough for them both to sit down before he tangled their fingers together again. A moment later Francine Jones had his full attention and for a moment her resolve wavered but she almost visibly gathered her convictions around herself and met the Time Lord's eyes.

"She may have skirted around it, but I know Martha... tell me, are these... adventures of yours dangerous?" she asked, and without so much as blinking the Doctor nodded.

"Yes," he replied simply and Martha almost groaned, a pain filled sigh escaping her instead, but Francine didn't seem surprised.

"Can you keep her safe?"

"No," the Doctor said, his voice going soft even as his fingers tightened around Rose's hand and she squeezed back, "that doesn't mean I won't try though," he added a moment later and Rose's heart stopped at the small, reluctant smile that flitted over Francine's face.

"Mum... it's dangerous, sure... but no more than crossing the road in London, or some of the countries I'd have ended up in with the 'Doctors Without Borders' thing you signed me up for," Martha said quickly, falling silent in surprise when her mum just nodded.

"It wasn't a question, Martha," Rose offered quietly, "it was a test."

Francine nodded again in agreement, but Martha just looked confused.

"I wanted to see if he'd lie," Francine explained, and Martha blinked at her in surprise, "but... he didn't... so..." the woman sighed instead of finishing her sentance, and rubbed her fingers across her forehead as though pushing away the beginnings of a headache.

"So...?" Martha prodded gently, but Francine just shook her head.

"I can't stop you... giving my permission for this is... irrelevent," she admitted and suddenly Martha's eyes were wet with tears.

"No," she agreed softly, "you coudn't... but your approval would be... amazing," she almost begged and Francine watched her for a long moment before shaking her head with a smile.

"I thought that you studying and training to become a doctor was amazing, and I'm was so proud of you... but now you're travelling the universe... how many people can say they've done that? There aren't words for how proud I am of you," Francine spoke softly and Martha moved around the table a heartbeat later to pull the woman into a tight hug as the Doctor grinned brightly.

"Anyone for another tea?" he offered, grin only widening when the normalicy of the question brought the entire room to laughter.

* * *

It didn't take long after Francine's quiet acceptance for the Doctor and Rose to leave the Jones family alone in the Tardis kitchen, but when the Doctor stared at her as though he, again, wanted to spring all his earlier questions on her at once, Rose fled to the library hoping to get lost amongst the stacks.

She lost track of time there, the only sound the crackling of the flames in the fireplace and the pages turning when she flicked open a cover to skim through a book that grabbed her interest.

By the time she heard someone else enter the library she had a small selection to take back to her room, and Leo's soft exclamation of awe drew Rose from between the shelves.

"This is insane..." the young man muttered to himself, and Rose couldn't help but grin in amusement as he spun in a cirle to stare around the huge library, only coming to a stop when he spotted her wathcing him.

"Oh! Shit, sorry... I just..."

"No worries," Rose offered easily, stopping Leo's spluttering instantly and a moment later he'd returned to staring around the room.

"Martha took mum and Tish back to that first room with the circular thing in the middle," he explained, "I figured I'd have a look around but it's like this place goes on forever..."

"She kind of does," Rose admitted, moving away from the shelves to stand beside Leo as he absorbed her words, "we didn't want to overload you all with too much at once, but the Tardis isn't just a ship, she's alive. A telepathic creature that exists in a different dimension all her own... If she doesn't go on forever then it's probably close enough to not matter."

Leo stared at her for a long moment before laughing, but it wasn't disbelief she heard there behind the chuckles, but joy and amazement at something so outside of his expected reality and she couldn't stop her grin spreading in response to his reaction.

"That's incredible. Everything about this is just incredible," he admitted a moment later, shaking his head, "I don't know how I'm even wrapping my head around all this, I don't know that I am! I'm gonna wake up in the morning and this will all have been a really weird dream... maybe.." he added and Rose shrugged.

"But a good dream?" she asked and Leo turned to study her intently for a moment before nodding.

"Yeah, definitly a good dream."

Rose watched him stare around the library before shifting the books in her arms with a sigh, "you didn't know about the warnings your mum got?" she asked, and Leo sobered quickly before shaking his head.

"Nah, not a thing," he promised and Rose nodded, accepting his word without further questions.

"I did wonder... after she slapped me but... I hoped you didn't. You don't strike me as someone to believe something just because you've been told about it," Rose explained and Leo shrugged, almost seeming embaressed by her praise as they moved towards the library door at the same time.

"I go with my instinct, usually... No matter how crazy all this seems, nothing you and the Doctor said felt like lies," he admitted before sighing, "Everything you've said tonight, it all makes a certain kind of logical sense but the kinds of things mum's been spouting..."

"Someone used her fear for Martha's safety against her, used it to manipulate her," Rose said softly, "and I'm not going to lie to you, travelling with the Doctor isn't always safe, and it's often dangerous, but the danger never comes from the Doctor himself."

"I believe you," Leo said simply, surprising her and when he saw her expression Leo smiled before explaining, "It's in his eyes. He reminds me of a mate of mine, joined the army and spent a year abroad, fighting yeah? There's this guilt there, like he's let one too many people down but... I dunno how to explain it, it's not a malevolent guilt, like he's to blame... it's like he's blaming himself for something he couldn't stop happening, yah know?"

Rose had stopped walking as Leo spoke and when she continued to stare at him in silence he shifted awkwardly.

"You see all that, just from his eyes?" Rose asked softly, and Leo paused, considering her for a long moment before nodding as the doorway to the console room formed slowly at the end of the hallway, the faint voices and laughter telling them that everyone else was already in there.

"It's most obvious when he looks at you," Leo said softly, and Rose tensed, her eyes flickering over his features as though there was a hidden meaning behind his words, "maybe you should try forgiving him," Leo suggested but Rose shook her head, a small frown forming.

"There's nothing to forgive," she muttered, but Leo just offered her a sad half smile.

"Maybe not... but he certainly _thinks_ there is," the young man offered, Martha's laughter drawing his eyes away from Rose for a moment before he shoved his hands in the pockets of his jacket and heading towards the console room now that he'd found it again.

"It's none of my business, yeah, but... maybe just think about it?" he threw over his shoulder, before vanishing through the doorway the Tardis had supplied them with.

Rose stood frozen for several long minutes before she shot a glare up at the ceiling.

"You got him lost and then sent him to me on purpose," she accused quietly, eyes narrowing at the suspicious silence of the space-time ship surrounding her, and after a moment she sighed in surrender.

"I know... I know... just, just a little more time," Rose breathed, letting her eyes fall shut at the quiet sensation of complaint that brushed against her mind, "just long enough for me to figure out how to tell the story," she pleaded once more, and it was only after she felt the Tardis' reluctant acceptance that Rose opened her eyes and followed Leo into the control room just in time for Martha to escort her family back home.


	23. The Best Policy

It had been a couple of days since the Silurian and the Doctor had let Rose walk away from their pending discussion. After the dinner at the Jones house Rose had gone out of her way to avoid being alone with the Doctor, desperate to avoid the hundred questions she could see every time he looked at her, but the lack of distractions wasn't helping.

Since showing Martha's family the inside of the space-time ship, the Tardis had seemed determined to keep her travellers lives simple and uncomplicated, doing little besides landing on various asteroid markets and floating peacefully in the vortex, allowing nothing to come between Rose and the discussion that the blonde knew had to happen, and soon.

Martha hadn't complained about the brief holiday, but when Rose came across the Doctor in the galley, staring down at a mug of tea, black as though he'd gotten lost in his thoughts while making it, she knew it was beyond time to clear the air. After taking a moment and a single deep breath, to prepare herself she stepped into the kitchen with a quick knock on the door frame to draw the Doctor's attention.

Blinking sharply at the sound he turned to face her, before offering a weak smile and moving to pour milk in his ruined tea as Rose felt her throat tighten.

"Got some time to talk?" she asked gently, and the Doctor froze at her words, only moving again when his mug was about to overflow.

"Yes!" he yelped, startled, before clearing his throat and repeating himself at a much lower octave, "yes... always... what did you want to, um, talk about?" he said, clearly trying for casual but there was a desperation in his steady gaze that filled her insides with the bitter tang of guilt, so Rose took a seat at the table with a soft sigh, and motioned for him to join her.

"The London Underground," she said quietly, and the Doctor's eyes softened, even as he dropped his gaze to his cool tea before pouring it down the sink and moving quickly to join her.

"What about it?"

"I'm sorry-"

"What for?"

"A lot of things," Rose answered quickly, determined to be as honest as possible after hiding so much from him, "not trusting you, mainly, or... not trusting both of you?" she frowned as she tried to puzzle out the right terminology for a Time Lord's various regeneration's, before mentally setting it aside for another time.

"Why didn't you?" the Doctor asked eventually, his voice deceptively soft and she studied his features as she carefully considered her answer.

There was hurt shining on his face, but also a dash of anger and Rose accepted both, leaving her own expressions open and unguarded.

"I think... I think it's because I know he's gonna go on and ask me to travel with him, and we'll wander around the universe and save each other, regardless of what I've done since you and I got separated, yeah?" she asked, struggling to find the words she needed and for all the hurt and anger in his face, the Doctor waited patiently for her to explain.

"But... what comes next for us... I don't know. It's in my future so it's... endless possibilities..."

"But, you know that's not how it works Rose, you _know_ Time can be rewritten. One wrong word, or unforgivable act and he might never have gone back for you-"

"I know, I _do_ know that... in here," she said quickly, tapping at her temple, "but... it didn't _feel_ like that, yeah?"

When the Doctor's frown didn't shift she sighed, and tried to think of another way of explaining, "Look... being a Time Lord you can... sense potential futures and you can get a sense, or a feeling about the flow of a certain timeline, yeah?" she asked, making sure she understood his perspective first and the Doctor nodded slowly.

"So, you, me and Martha stepping into your past like that... must have felt like, what? A rock getting thrown into the middle of that timestream? It had the potential to redirect it's course, but it might just as easily continued flowing over the top of the rock?" she asked, and when his eyebrows disappeared into his hair in surprise, she knew she'd gotten it right and nodded.

"Well... for me, for humans, it's more like a drawing of a stream. Unchangeable, unless we erase it first. I know a real stream's constantly moving and changing, because you've told me but all I get is a static picture... does that make sense?" she asked and the Doctor nodded slowly.

"Right, so... talking to your past was... easier... because it felt like what I said didn't really matter. It didn't feel like it would change what had, for me, already happened..." She paused for a moment, before bracing herself to continue, "telling you felt like... I'd be changing everything. turning that picture of a stream into... I don't know, something else entirely... because the next piece hasn't been drawn yet..."

She let herself give a self depreciating smile, her eyes dropping away from his, "I didn't want you angry or disappointed in me, and all I've manged to do is make you angry and disappointed in me."

The Doctor sighed softly, and Rose couldn't quite bring herself to lift her eyes from her hands, her fingers twisted together and resting on the table top until one of his hands settled over them both and she suddenly found herself meeting his eyes in surprise.

"I'm not angry... with you," the Doctor clarified, and Rose swallowed her rising hope firmly.

"You're not-"

"Nope... Disappointed? a little, but mainly just... upset, that you didn't trust me... we always trusted each other, Rose... right from day one, remember?"

His words were soft and Rose nodded.

"So that's the part I don't understand. Why didn't you trust me?" he asked, and Rose felt sick at the seeds of doubt she could see in his eyes, making her instantly deny it.

"That's not... I do... Doctor..."

Rose forced herself to stop babbling denials and pulled one of her hands free of his gently grasp to run it through her long hair as she frantically tried to figure out some way of proving that she still trusted this mad crazy alien.

It was only when her eyes settled on their entwined fingers that she stilled as an idea bubbled it's way through her mind and her breath caught. A tiny part of her hesitated, but she really did trust the alien in front of her and that tiny part fell silent in response as Rose sat up and met the Time Lord's patient gaze.

"Do you want to see?" she asked, her voice soft now and the Doctor blinked at her before realisation spread across his features and his eyes widened in surprise.

"Rose-"

"I know what I'm offering," she said, cutting off his protests before he could utter them, "Do you want to see?" she repeated.

The Doctor just stared at her for a long moment, and Rose let him. Offering a telepath access to her mind wasn't something to do lightly, she understood that and she needed the Doctor to know that she understood so she stayed silent, patiently waiting for his decision and after a few minutes of steady silence the Doctor stood up, her hand still clasped in his and tugged on it gently to pull her to her feet.

"Come on," he murmured gently, "not here."

* * *

Even the mere fact that Rose had offered to invite him into her mind had blown the whisps of hurt and betrayal away, and he had immediately wanted to forgive her everything.

Just offering to let him into her head proved a lot, trust and honesty primarily and he had instantly wanted to hug her and say that it wasn't necessary.

It really wasn't necessary. The mere offer had wiped away any doubts he might have had, any lingering concerns had been obliterated, but the temptation of weaving his way through her thoughts, and coating his own mind in her bright glow stole the words of forgiveness from his tongue and forced him to his feet.

The Doctor led Rose through the Tardis hallways towards the observatory while berating himself the entire way. This had nothing to do with believing her, or proving her trust anymore, this was a purely selfish desire to feel the touch of another mind against his own. Part of him wanted to stop, in the middle of the hallway, and change his mind. Tell her that she couldn't possibly understand what she was offering him but he was helpless to halt his movements, tangling his fingers with hers firmly and gently tugging her along a little faster than he should be.

When she had offered him access without guile or restriction, his control over his reactions had been shattered and as they walked he tested her emotions through their grasping fingers, palm to palm, and found no nervousness, as he had expected, but a soothing calm that made him shoot her a sideways glance, confirming his results with his eyes.

"You're sure?" he asked, but there was more surprise in his tone than he had planned on and she offered him a shy smile that made him want to pull her into a hug and never let her go.

"Where are we going?" she asked instead of answering and the Doctor blew out a breath before explaining.

"Somewhere quiet, where we won't be interrupted... I thought the observatory would be a good spot," he told her and she nodded,but before he could say anything else the Tardis placed the door he needed right in front of them, and the pair came to an brief but abrupt stop before he opened the door.

Tugging her inside gently, the Doctor quickly settled them both on the large cushioned floor. Ideal for laying back and gazing at the stars the Tardis had on display, it was equally comfortable for a session of telepathy, but sitting cross legged across from the blonde who held his hearts the Doctor found himself hesitating.

"Doctor?" Rose asked gently, and he sucked fresh air into his lungs, wondering when he'd stopped breathing and his eyes met her gentle gaze.

"This isn't..." he tried, voice fading as he tried to find the words to explain what this would mean for him and in the same way that he had waited for her in the kitchen, she now waited patiently for him, "This isn't something I do lightly, Rose," he warned and she tipped her head slightly.

Curiosity radiated out from her steady gaze and the Doctor swallowed, "It's not..."

"Do you want to see?" she repeated simply, her eyes skating over his face as she watched his reactions and he felt himself soften instantly.

"Oh, yes..."

"Alright then," she accepted, and just like that it _was_ simple. She had invited him in and he had accepted and he instantly wished that she was more than human so that he didn't have to raise his arms to grasp at her face.

His mind was reaching for hers before he even manged to twitch his hands up to her temple and the moment his fingertips brushed against her skin he was diving into her thoughts like a swimmer off a diving board and both of them gasped at the sensation as they sank from reality.

Rose had left her defences down for him, but she'd been used to defending her mind against intrusions for long enough that her mental landscape fought against the foreign sensation of his own mind instinctively and he stopped his advance to wait for her to adjust.

Everything around him shivered as her defences struggled to do their job, but a moment later they settled and Rose appeared beside him looking embaressed.

' _Sorry_ ' she said, biting her lip and he beamed at her, not bothering to hide his pride in her abilities while their thoughts were so closely entwined.

' _How long have you had these defences in place?_ ' he asked, moving along the outskirts of her mind to examine them curiously, and as she thought back he saw flashes of her time in Petes World and a firmer image of a Jukstan teaching her the basics of shielding, before her thoughts went quiet once more and she answered.

' _About a year after I got stuck there, so I've been practising with these for about three years._ '

Three years was nothing. For her mind to respond to an intrusion so instinctively after only three years was more than a little impressive and he knew she could sense that when her mental projection flushed and glanced away.

' _There's no hiding in here, is there?_ ' she murmured, but she didn't feel concerned at the thought, just shy and a little embarrassed, with a touch of nerves thrown in.

' _No... well, you could, but it would take a lot more practice than you've had and years before you'd be able to hide the fact that you were hiding something... If you don't want me to see something imagine a door and I won't look, but I'll still known the door is there_ ,' he explained quickly, and Rose nodded.

He felt a few doors slide into place inside her mind but not nearly as many as he'd expected, and she hadn't even attempted to lock any of them.

In theory, he would be able to break through any lock she placed, his mind was so much stronger than hers, but the fact that she'd not even tried humbled him. She'd left them open to him, trusting that he wouldn't peer past her meagre defences. It was like leaving an unsealed letter on the table and asking him not to look. There was nothing actually stopping him beside mutual respect and he couldn't help grinning at her.

Her mental projection laughed softly, pressing a hand to her head and he frowned in concern. Her telepathy was advanced, especially for a human, but he didn't want to overwhelm her. She was already shaking her head though when his wave of concern flooded over their connection and into her mind.

' _No... I'm fine, s'just... you think even faster than I expected you too,_ ' she explained smiling at him softly, her expression indulgent, ' _s'just making me a bit dizzy._ '

' _Ah_ ,' he said, rubbing at the back of his neck nervously, ' _there's not much I can do about that, I'm afraid... Time Lord brain... if it gets to much-_ '

' _I'll be fine, promise_ ,' Rose cut him off quickly, her mind latching onto his in an attempt to stop him pulling back but the sensation of another mind clinging to his own lit up the pleasure centres of his own mind and both of them fell silent at the wave of peaceful satisfaction that the Doctor felt.

Like the deep contentment from an amazing massage, her mental touch had his mind relaxing and sinking against her own thoughts almost without his permission, and certainly without a conscious decision on his part and Rose pulled back instantly, terrified she'd made some kind of telepathic taboo.

Her fear snapped his thoughts back into focus and there was a flash of embarrassment from the Doctor as he regained a firmer control over his mind once more, but then he pulled her mental projection into a hug and her thoughts melted in response making him laugh gently.

' _It's... a mental hug?_ ' she asked curiously, recognising the softening relaxation that his mental presence had just been through in her own reactions and he hummed a soft agreement.

' _Essentially_ ,' he agreed and her fear and tension melted away, letting relief take it's place as he let her go, staring down at her mental projection with a soft smile that Rose couldn't help but return.

' _Where do you want to start?_ ' she asked gently, and the Doctor's smile faded.

' _I want to know everything, but a better question is what do you want to show me?_ ' he offered back and Rose softened. A few vague images flashed across her mental landscape before she took a deep breath and nodded, ' _alright then, we'll start at the beginning..._ '

Taking his hand she tugged him over the crumbled wall that normally made up the defences of her mind, and pulled him into a memory that was stained black with agony.

* * *

"Take me back!" Rose screamed, and the Doctor had never heard her sound so utterly shattered.

"Take me back! Take me back!" her hands were hammering at the solid white wall that still haunted the Doctor's nightmares, and her makeup looked like she'd been sobbing her heart out for hours, not the seconds he knew it must have been since the void closed.

Pete, Mickey and even Jackie were just standing back and staring at Rose as she broke, and after a moment Pete pulled the yellow button from round his neck and studied it for a moment

"It's stopped working. He did it. He closed the breach."

The memory-Rose wailed her denial, and the Doctor clamped down on a wave of fury at the coldness the man was displaying.

' _Rose closed it_ ,' he found himself thinking, even as he pulled her mental image towards his own, wrapping her into the hug he wished he was able to offer to her memory, and she fell into his frame, their minds pressed tightly against each other.

The raw emotion in the memory was trying to flow through him, impressing itself upon him but he pushed it away, letting himself see but not feel, because the Doctor could tell with one glance at the memory-Rose's features that he wouldn't survive that kind of crushing despair.

' _Oh Rose..._ '

' _It's in the past, but it is the beginning..._ ' she offered softly, nodding at her past self and he forced himself to watch her anguish as she gasped in unsteady breaths.

He knew what he had been doing, on the other side of that wall. His mind reaching out for her warmth, desperate to find a trace of her and as she jerked slightly, he felt his own amazement settle in.

She'd felt him, from the other side of the void. He could see it in the way her frame startled, before pressing tightly against the white. Her cheek and hand pressed exactly as his own had been, and he glanced down at the Rose at his side for confirmation.

' _I didn't know at the time, not for sure... but once I'd got some training, I knew I'd felt you then... I could almost hear you, or I thought I could..._ ' she whispered, before shaking her head, the sadness of the memory permeating even her current state of mind but she brushed away the tear that fell before shaking her head.

' _I'd have stayed there like that, pressed against that wall, listening for you forever... but then it faded_ ' she explained, as the memory-Rose sobbed once more before pulling herself away from the wall.

' _I left Canary Wharf..._ ' he admitted softly, and she glanced up at him in surprise, ' _my mind was reaching for you, but there was nothing there... course there wasn't, I never expected there to be, not really... humans aren't telepathic, after all... but you felt it...!_ ' he breathed, eyes wide with shock but Rose stayed silent at his side as Jackie and Mickey ushered memory-Rose from the room, and Pete began telling all of them about setting up new identities.

Rose let her memories skip past the mundane, giving the Doctor the highlights as Pete set up identities for everyone. He wanted to make Rose their niece, but Jack wouldn't let him erase her daughter. Rose stayed silent.

When Mickey tried talking her into joining Torchwood, Rose said there was no point. After all, the Doctor would be coming for her. Pete signed her up anyway, and immediately put her on sick leave.

It quickly became apparent, to the Doctor at least, that no matter what Rose asked for, her wishes were all but disregarded. Even the smallest parts of her life were controlled, and when she'd asked for a simple pair of jeans from a high street shop, Pete had hired a stylist to help Rose 'fit in' better.

After 6 months of people ignoring her wishes, and 6 months of Rose ignoring their attempts at controlling her, she showed him the night she'd heard his call across dimensions.

' _The Tardis helped_ ,' he explained, watching her describe the dream to Jackie, Mickey and Pete, ' _I'd have had no way to project a thought across that kind of distance without her..._ '

' _I knew you'd find a way, I waited at Canary Wharf for five and a half hours,_ ' Rose admitted softly, ' _Mickey helped..._ '

' _Good old Mickey,_ ' the Doctor mused.

' _I don't think Pete really believed it was possible, when I said I'd dreamt about you calling me... but Mum believed me, and so did Mickey so he went along with it. He went along with a lot because of those two..._ ' she explained, shaking her head when she felt the Doctor's anger bubbling away again.

' _S'alright, we got on in the end, he just... didn't understand..._ ' she told him, and while it didn't extinguish the anger he had for the man, it allowed him to push it aside and focus on the memory as it skipped ahead.

The four of them took Pete's jeep to the airport, then an airship to Norway, and a car ride onto Bergen. It flashed through Rose's almost hysterical laughter when they spotted the road signs for Darlig Ulv Stranden, and the taste of her hesitant hope when she figured out the translation.

' _Bad Wolf Bay..._ a _link, between you and me, a way to get back... only it wasn't this time, was it?_ ' Rose thought softly, and the Doctor didn't have an answer for her, merely wrapping her mind in his own, a mental hug that startled her for a moment before she refocused her attention on displaying her memories for him.

' _This is the story of how I died..._ '

It wasn't a conscious thought on her part, the Doctor realised with a start, it was just something she had mentally titled the memory and it erupted quietly across her mental landscape as his visage appeared on the beach before her, transparent and barely there and he saw memory-Rose's breath catch in her throat as fear threatened to strangle her.

He wasn't there, and her mind was clinging to that thought with fear and screaming it loud enough to make the Doctor wince.

"Where are you?"

"Inside the Tardis. There's one tiny gap in the universe left, just about to close, and it takes a lot of power to send this projection. I'm in orbit around a supernova... I'm burning up a sun, just to say goodbye."

He wished in that instant that he'd never said those words, because the agony that burnt through her memory then, at the slow realisation that he wasn't come for her, made the Doctor flinch.

Everything froze, and her current mental image turned to him, concern radiating off her and she whispered apologies.

' _I'm sorry... I don't know how to... is there a way so you can see, but not-_ '

He was shaking his head, cutting off her words as he gently cradled her face in his hands, pressing his forehead to hers.

' _No... I want to know, I just... didn't expect.._.' he halted his own words, ashamed to have assumed that her emotions weren't as deep as his own, but she just smiled softly, soothing his guilt with her forgiveness. No words were needed, entwined with each other like this and he sighed softly, basking in the surety that came from knowing someone in this way.

' _I'm starting to understand why you resent explaining yourself to much,_ ' Rose agreed, sensing his confidence in this environment, even if she couldn't tell exactly what he was thinking while they stood within her mindscape. That would change, he knew, if they moved into his mind.

' _Ready?_ ' she asked, indicating the frozen moment around them and with a deep breath the Doctor nodded, slowly the beach came to life. The wind, the sound of the ocean, the crackle of stones beneath Rose's feet and the despair inside her head.

"You look like a ghost."

"Hold on."

He watched himself point the screwdriver near her feet, and his projection solidified and he understood her very human need to touch just then. He'd looked real, and he felt the despair in her mind ease, as hope flickered once more.

"Can I-"

"I'm still just an image. No touch."

Thoughts clamoured in her mind, and he struggled to make them out; He's practically already through. He always did like a joke. He wouldn't let me hope just to-

"Can't you come through properly?"

"The whole thing would fracture. Two universes would collapse."

"So?"

He'd smiled at her then, even without access to her mind he had known she didn't mean that, but the surety of knowing her mind was still reassuring, despite the pain that throbbed through the memory. Resignation came with her reluctant laugh, but it was the slowly rising determination, the stubbornness that defined Rose Tyler, that gave the Doctor hope for the rest of the memories to come.

"Where are we? Where did the gap come out?"

"We're in Norway."

"Norway. Right."

"About fifty miles outside of Bergen. It's called Darlig Ulv Stranden." He could feel the reluctant amusement as his projection spun back to her, eyes wide.

"Dalek?"

"Darlig," she had corrected gently. She'd been smiling but it had barely reached her eyes, although the whole feel of the memory had warmed around them at his brief display of concern "It's Norwegian for bad. This translates as Bad Wolf Bay."

Her affection couldn't keep her grief away though, and when memory-Rose forced herself to turn back to the Doctor, her almost felt her control begin the crack the same way her voice did when she asked how long they had left.

"About two minutes," he'd replied, and the barely there volume of his own voice betrayed more of his own emotions than the Doctor had realised at the time.

He'd been trying to desperately to keep it together for the small blonde human standing before him, but she broke anyway, shattering in the same way she had atop Canary Wharf, only this time it was happening in slow motion and she was taking her hearts with her. Her hand raised, covering her eyes briefly as though she could hold herself together, but the fragile smile that crept across her face against her will screamed that she couldn't.

"I can't think of what to say," she'd claimed, her voice full of tears and it was in that moment, if she'd have simply asked, he'd have destroyed the entire multiverse to bring her back to his side. But she didn't ask, she never would have.

Still, he kept talking away. Filling their last precious moments with nonsense and he found himself shaking his head sadly. She seemed to sense his thoughts as though they were inside his mind instead of hers, but Rose had never needed mental contact to read him like a book, and her hand twined around his.

' _You have a talent for speaking without saying anything,_ ' she offered gently, ' _and for saying a lot without saying anything at all_.'

"You've still got Mr Mickey, then?"

The sudden flash of frustration surprised him, and her mental projection blushed but she kept the memory honest. Didn't try tweaking the emotions it displayed or hiding anything and so he let it pass without comment. It did explain why, for just a moment, she'd let him think that she was pregnant though.

The frustration that he thought she'd go running back to Mickey just because she was stranded, planet bound, had made her momentarily vindictive and she was ashamed of that, he could feel it and squeezed her hand, gently reassuring her that there was no judgement to be found within his own thoughts. It had been insensitive, but he'd been too busy trying to be strong for her to realise.

"There's five of us now. Mum, Dad, Mickey and the baby..."

"You're not...?"

The Doctor forced his mind not to recoil at how utterly obvious his own emotions had been painted across his features at her words. How could there be any doubt that he adored her when his voice was so soft, and his tone so desperate for her to deny it, and she had smiled then, relieved at his display of fear before shaking her head.

"No... It's mum. She's three months gone, more Tyler's on the way..."

"and what about you, what are you..."

"Yeah, I'm back working in the shop..."

It had been a test. He'd not known it at the time, and hadn't figured it out since, but inside her own memory of that moment Rose had wondered. What had he expected of her? What did he want her to do? Would he still be proud of her if she gave up?

"Oh... good for you," he'd offered, trying to be supportive, but the disappointment so obvious to her then and to himself now, watching it, broke her heart and it was then that he'd felt her resolve settle like concrete.

' _I knew I couldn't just give up... I couldn't go back to fish and chips and a simple job. Even if I never managed to find a way back I knew right then that I'd search for the rest of my life, because giving up wasn't what we did_ ' her mind whispered, projecting from the mental image standing beside him and he watched the memory-Rose shake her head, chin lifting and shoulders pushing back.

"Shut up... No I'm not... Still a Torchwood on this planet, it's open for business... Think I know a thing or two about aliens," she'd said, her voice cracking on tears again, even as her soul gathered all the strength from his presence it could get before he was gone again and his features had erupted into a grin.

"Rose Tyler. Defender of the Earth," he'd croaked, tears filling his own voice as he felt the seconds count down to the moment he lost her all over again, "You're dead... officially, back home."

His brief break in composure had utterly shattered hers though, and he watched as she glanced away, her mind scrabbling to keep herself together and loosing more strands than it could grab onto.

"So many people died that day, and you've gone missing... You're on the list of the dead..."

He'd gotten control of his voice and features again, but it was too late for Rose. The knowledge that he was hurting as much as her had destroyed her and she all but surrendered to the inevitable, beginning to sob softly.

"Here you are, living a life day after day... the one adventure I can never have..."

He'd just been filling silence, he knew now, listening to the whirlwind of her thoughts. She'd absorbed his words but knew as well as he did that he was just giving her time to gather her own thoughts.

"Am I ever gonna see you again?" she'd forced out, past her tears, every word agony as it sliced it's way up her throat, already suspecting the answer in the sadness that coloured his eyes.

"You can't"

"What are you gonna do?" she asked, and while he answered her the Doctor could see all the variations of that question that he'd not answered swirling in her mind.

Will you miss me? Will you mourn me? Will you shatter time to get me back? Will you forget me? Will you replace me? Will you ever mention my name? Will I be just like Sarah Jane? Will you, once day, forget I even existed?

"On your own?" she'd asked, and he'd nodded. He'd thought that she'd want the reassurance that she wouldn't be replaced but the agonising wail her mind gave out corrected him. She hadn't wanted him to be alone. She'd wanted him happy, travelling with someone he could share the beauties of the universe with. Even in the midst of her worst nightmare, Rose had been thinking about him.

She didn't ask anything of him though, simply let his answer rest and let out a resigned sigh, tears staining her cheeks unchecked.

"I..."

He'd not known, standing before her on that beach, what she'd been planning on saying. Standing inside the memory months on, or years for her, he knew what she'd struggled to force out, terrified he'd reject it but knowing it was her last chance and he could feel the hearts back in his body speed up in response.

He wasn't prepared to see her memory of this moment, but it was too late to pull back. If he pulled away from her now she'd know why, so he steeled his own responses as memory-Rose gathered her strength before raising her eyes back to his.

"I love you."

The wave of pure unfiltered love, tinged with grief, that hit him then knocked the Doctor out of the memory and he found himself floating in the landscape of her mind, directionless and gasping.

* * *

It took Rose a while to find him inside her head, but he knew it was probably seconds out in the reality where their bodies waited.

' _Are you alright?'_ she asked as she approached him, her voice hesitant, and he could feel the very real fear of rejection hovering around her mental projection and still she made no attempt to hide her thoughts from him. He felt himself take a breath to berate her lack of control, but the vulnerability behind the fear stilled him instantly.

' _Why did you show me that?_ ' he asked instead, pacing slightly in the dark. It should be a place, he thought, somewhere she felt safe, somewhere with pathways or doors that would lead to the rest of her mind but she'd never been taught how to develop that and so they floated in directionless darkness without even starlight to guide them.

' _Because it's important_ ,' she answered cautiously and he shot her a glare.

' _In what way?_ '

Flashes of memories floated past them in the darkness for a moment before she figured out her answer.

' _It's a reason, a motivation... a cause and a goal... you had to understand Dalig Ulv Stranden from my perspective to understand why I do what I do next_ ,' she offered and running his projected hands through hair that wasn't really there the Doctor slowly nodded, releasing the tension from his shoulders slowly.

' _Alright... I'm sorry-_ ' he tried but she shook her head, brushing away his apologies easily.

' _It's okay... do you... do you want to stop?_ ' she asked cautiously, nervous now about another rejection, her mind skittish in the face of his frustrations and he could feel guilt welling in his own mind but he pushed it down before she could sense it.

' _No... I mean_ ,' he paused a moment, narrowing his eyes at her before throwing the questions back, ' _do you?_ ' he asked and Rose bit her lip.

' _This doesn't get easier... you were there for the last memory, everything that comes next... you won't be prepared for that..._ ' she paused before shaking her head with a sigh.

' _I want you to know... but only if you want to see_ ,' she explained and after a moment the Doctor nodded, drawing a soft smile onto her features. She took a couple of steps forward and appeared at his side, hand wrapped around his.

' _This way_ ,' she said quickly, raising her free hand to the blackness surrounding them and pinching as though gathering up a piece of curtain. A moment later Rose had pulled back a section of her mindscape and was tugging the Doctor through into a new memory.

* * *

"Look, Rose... I hired you at Torchwood because your mum and Mickey thought it might do you some good," Pete said, and the Doctor glanced around the room briefly before deciding that it was probably the mans work office.

' _Meet the Director of Torchwood_ ,' Rose said, drawing his attention to Pete sitting across the desk from memory-Rose who looked like she hadn't had a decent night's sleep in weeks.

' _This is about two weeks or so after we got back from Norway,_ ' she explained, before falling silent and letting him listen to the memory.

"...honestly though, I not sure where you'd like to be assigned, you've got no formal education, and no official training," the Doctor could feel the shame burning through the memory, but Rose kept her chin up and held Pete's gaze until the man flushed.

"I'm not saying... I just mean... look, where do you think you'll be best placed?" Pete finally asked, tripping over his words in an attempt to backtrack quickly.

Memory-Rose was silent for a long moment, before she shifted in her seat and sighed, "the Archives," she answered, her voice tired and Pete looked almost as surprised as the Doctor felt.

"That's... not what I expected you to say..."

"You expected me to ask, or maybe demand, a position on a recon team, yeah?" memory-Rose said softly, barely waiting for Pete to nod before shrugging, "I'm not going to find a way back to the Doctor by locking up invading aliens. There's crates and crates filled with alien artefacts and files full of information down in the archives and you have no idea what most of it is. The items you have labelled or filed away are mostly inaccurate and I can still translate alien languages." she had offered, but the overwhelming feeling the Doctor got from the memory was weariness. She was tired of fighting.

"How do you know that?" Pete asked her and the Doctor was relieved to feel a flash of amusement shoot across the memory. Anything was better than the despondent feeling of apathy that stained every part of the image in front of him.

"You left your office door unlocked and I saw the photographs beta team took of the readout from that crashed ship last week," Rose explained, her lips twitching into a shadow of a grin, "the action report said it was gibberish, but I could read it."

"Really?" Pete asked, eyes lighting up, "What was it? Attack plans? Flight paths?"

Memory-Rose just stared at him a moment before sighing, "It was a letter, his father had died and left him an inheritance... I expect the shock is what sent him into a tailspin and caused the crash," Rose explained, frowning when Pete looked disappointed.

"It's not all guns and space battles, Pete... they have lives and families and people they love just like you," she scolded, and the man had the good grace to flush and apologise.

The room was silent for a moment before memory-Rose shifted in her seat again and cleared her throat, her mental exhaustion once more overriding any other emotion as her amusement and frustration with Pete faded into the background.

"So... the Archives," she continued, "You need someone to catalogue and organize them who knows what they hell they're doing, and they're my best chance at finding something to help me get home."

"Don't let your mother hear you say that," Pete warned and Rose's face went carefully blank, but the Doctor could feel the red hot fury splattering across her thoughts.

"Yes. Well, she found _her_ home, didn't she?" memory-Rose said coolly, and Pete swallowed, clearly unsure what to say to the statue sitting before him.

"Right, well, I'll get you assigned to the archives by the end of the day, but for now I'll give you temporary access so you can head down now, alright?"

"Thank you," memory-Rose offered, standing as Pete dug around in his draws for what looked like an access card and slowly the image sped up, flicking over the mundane once more.

Rose buried in piles of paper work. Rose with ink stained fingers as she painstakingly translated alien texts. Rose leaning over an artefact table carefully disassembling what looked like a piece of Sontaran armour. Rose moving through aisles and aisles of tall metal shelves filled with crates of items and stacks of files, her confident movements showing just how familiar she was was each item and the location of every piece of information in her archives.

On the weekends he saw her attending classes to get her A-levels. He saw the tears and the shouting when she moved out of Pete's mansion and into her own flat, no matter how her mother pleaded and begged her to stay. He watched her come home from work and sit at her computer either working on files that she hadn't been supposed to take home, or studying online courses in science, physics and engineering.

The longer she worked in the archives, the stronger the Doctor could feel her mind becoming. Their separation had almost shattered her, and for a long time her memories were fragile as glass. Delicate and, to any telepath with malevolent intent, easy to manipulate. Slowly, though, she healed and the more she healed the more frequently she accepted projects outside of her stacks of alien artefacts.

He watched as Mickey taught her how to take apart a car engine on the weekends, and how she applied the same knowledge to the engines of crashed ships. He watched as Rose used Pete's credit card to get a space shuttle prototype to play with, keeping it hidden away in one of the unused labs for months before it was discovered, just so she had somewhere to go where she could relax and get away from the constant questions about how she _felt_.

As time passed, memory-Rose grew more confident and more sure of her own abilities separate from the Doctor, and she began showing him small segments of her assignments as they skipped through the months.

She showed him the time she teamed up with a language expert and a computer coder to turn her knowledge of alien languages into a translation program for the recon teams. She showed herself dismantling alien weapons so that the R&D department could work on adapting the power source, but not recreate the actual weapon. She showed how she had helped to develop a shield technology based on a laser rifle in the archives because she wouldn't let anyone else check the weapon out for study.

The next time Rose stopped on a memory for any length of time, it was once again in Pete's office but this time he was listening to her, and she didn't look like she was about to drop into a dead faint.

Dressed in black slacks, and a simple white blouse with her hair pulled back, Rose sat across from Pete with one leg crossed over the other and her back ramrod straight.

"Alien Outreach?" Pete asked, his voice hesitant, but memory-Rose nodded.

"That's right."

"Alright, I'll bite... what would the Department for Alien Outreach do?" he asked, and the Doctor felt Rose's flash of joy that he was listening to her pitch.

"Trade," she answered quickly, letting none of her elation leak onto her face, "Instead of hunting down and deporting any alien you come across, we trade... The Melarts are at war with the Sontaran's, have been for years now... so we offer them the blueprints to the shield we developed against Sontaran blasters in exchange for the schematics for the purification chamber the Melarts use in their long distance freighters."

Pete was frowning, but still listening to her, and after a moment he shifted slightly.

"Okay... why their purification chambers?" he asked, and now memory-Rose couldn't contain her smile, although it didn't convey the bubble of elation the Doctor could sense now colouring the memory.

"Because, I know from the archive files that Clom is riddled with disease because they have no way to purify their hydration system, but they do have warp drives that run on quartz crystal shards... So we trade the Melarts purification chamber schematics, for the Clom warp drive plans, and Earth has viable space travel using a clean and inexpensive fuel."

Pete's jaw was hanging low, and he blinked at her slowly.

"That's just one example, of course... but the potential is unlimited. We have the translation program written so in theory we can trade with any species we come across, with just a small text sample to input into the program... I've put in a good team down in the Archives now, they'll keep things under control and if Alien Outreach has unlimited access to the archive, then we can make intergalactic commerce the trademark of Earth, instead of our weapons and our aggression."

"That's... brilliant," Pete admitted, sitting back in his chair, and the small self satisfied smile that Rose was wearing softened for a moment before she carefully smoothed out her expression.

"All right," Pete continued a moment later, "I'll need an outline of the department targets, a list of staff you'd like working under you, and a budget proposal..." his words died off as Rose bent and pulled a thin folder out of the bag sitting at her feet before placing it on his desk without a word.

"When would you like my answer?" Pete asked her sarcastically, and she finally cracked a grin before shrugging.

"Before the weekend would be fine..."

* * *

The memories skipped ahead, but only a few hours and memory-Rose was facing Mickey across her own desk, and the young man had his arms crossed and his eyebrows raised expectantly.

"What are you up to, Rose?" he demanded, and the Doctor could feel the guilt and the frustration in her memory because Mickey knew her well enough to see right though her, but she still tried to deny him.

"What makes you think-"

"You're perfectly happy down here digging up relicts to help you get back, why are you asking Pete for your own department?" Mickey asked before his eyes narrowed and his head tipped slightly, "What did you find?"

Rose nibbled at her lip a moment, considering before she sighed and shook her head, resigned to his questions.

"Shut the door," she told him, waiting until the latch clicked before opening her desk draw and pulling out a book and a small silver cylinder that she set on her desk. Memory-Rose tapped the silver device a couple of times before the the light on one end activated and only then did she flip open the book and pass it to Mickey.

' _Oooh! Is that a-_ '

' _Silguardin privacy filter? yes... I couldn't have anyone overhearing, after all... the last thing I wanted was for anyone to realise I didn't belong_ ,' Rose answered quickly, amused by his excitement, ' _I didn't let R &D near that beauty..._'

"I don't get it," Mickey said before the Doctor could get side tracked by the security device Rose was using and the Doctor frowned and memory-Rose sighed.

"The book mentions a race that can travel dimensions, the Eternals, right?" she prompted, and Mickey nodded slowly.

"But it also says they're extinct, gone, kapoof!"

"So?" Rose shrugged, "You think they're the only species in the entire universe that can travel dimensions?" she asked Mickey softly, her eyes sparkling for the first time since Bad Wolf Bay.

"So you're, what? Gonna trade for information on dimensional travel?" Mickey asked, half laughing but his amusement quickly died in the face of Rose's stone cold sincerity.

"That's exactly what I'm going to do."

"So you lied to Pete?" Mickey asked, snapping the book shut and frowning even as Rose glared back at him.

"No... trade is a good route to earning a non-violent intergalactic reputation, and it's not like I'd hand over the planet for a way to get back. Alien Outreach will never trade in weapons of any kind, in either direction, but we can't just keep kicking every non-terrestrial we find off planet. Eventually someone's going to take offence, and we'll end up starting a war."

"We should call them that, you know," Mickey said after he let her words turn over in his mind for a moment or two, and memory-Rose frowned at the apparent topic change.

"Non-terra's," he clarified, "instead of aliens... makes 'em less scary when people find out we're trading, but it's not as daft as that film... E.T..."

"Really? That's all you've got to say?" Rose asked, and the Doctor could feel her cautious surprise even as Mickey softened at her words.

"I just had to make sure you weren't crossing any lines that he wouldn't forgive you for," the young man declared gently, "No point getting you back to the Tardis if he dumps you on Earth straight after-oof!"

The force of memory-Rose's hug had knocked the wind from Mickey Smith, but he just laughed gently at her rush of thanks. The flood of relief and gratitude that the Doctor could sense in the memory made his hands shake and the Rose by his side glanced at him gently, patient as he absorbed the scene.

' _That was the first time since I'd gotten stuck there that anyone had really, truly, been willing to back me up in trying to come home..._ ' she explained and the Doctor nodded, watching for a few moments more before stepping away from the memory, and glancing at the Rose beside him.

' _What happened next?_ '

' _A form of slow erosion,_ ' she explained softly, ' _a little of my morals here and a few of my principles there... showing you is easier..._ ' she muttered, her nerves returned but she didn't shy away from her story telling and moments later the scene spun away from him, once more skipping across the mundane and into the pertinent points of data.

In exchange for Rose's list of requested personnel, Pete sent her on a month long training course with the UK special forces. Slowly over the month the Doctor watched as Rose was marched from one end of the Welsh mountains to the other while being timed, weights were added to her pack every time she beat her previous record and before she was sent back to Torchwood he watched her march, run and trek her way across forty miles of wilderness while laden down with various military and survival gear while a seasoned special forces officer shouted a unique blend of encouragement and belittling criticism at her the entire way.

' _It was timed,_ ' Rose offered and the Doctor shook his head.

' _How long..._ '

' _I had to finish in under twenty hours... I was lucky, I was used to running with you... adrenaline got me through a lot of it..._ "

Her memories showed a series of endurance swimming exercises as well and she showed him a hundred snapshots of memory-Rose flinging herself into rushing water from various heights, anything between ten and thirty feet in the air, her military gear still strapped to her small frame pulling her under the icy water.

Whatever height she jumped from though, it was quickly followed by a swim against the current and and a free dive in an attempt to collect a weight that the instructors had placed thirty feet below the water.

The Doctor lost count of the number of times Rose almost passed out, her lungs screaming for oxygen, but her mind stayed focused on the tasks she'd been given, her determination unwavering and the unshakeable thought that pushed her forward was that this was how she was going to get home.

The look on the face of her instructor the day Rose returned to the surface, her prize in her hand, told the Doctor that the officer had never expected her to succeed.

It was the same look that was plastered all over Pete's face when Rose returned with a glowing letter of commendation from the special forces commander.

Having completed the training, Rose had returned to Torchwood to find herself with an entire department under her control and only Mickey and Jake as her current staff members and the first thing she did was sit down with the pair of them and begin putting together their team.

Rose showed him the rapid selection of the best Torchwood had to offer from Martha's doppleganger brother, Leo Jones, as her medical officer, to the young genius inventor, Sara Sato. She showed him how Mickey took to the role of her second in command like a duck to water and how Jake had slipped into the part of their 'combat instructor' without hesitation.

Everyone she selected seemed custom built for their position within Alien Outreach, and their first mission went off without a hitch, apart from Pete's voice constantly buzzing away in memory-Rose's ear as he watched from Torchwood Tower.

The Director of Torchwood had held his composure fairly well, right up until Rose ordered her team to put away their weapons and then he'd exploded.

"That's against protocol, Rose, you must have your weapons drawn at all times when encountering a potentially hostile race! You don't know what they're like... Your information may not apply to this particular group..."

The Doctor saw memory-Rose sigh, before turning the volume down on her comms, Pete's voice still shouting away in the background but quiet enough for her to ignore before she turned her attention to the group of four Tree's of Cheem.

The sad nostalgia in Rose's mind echoed the Doctor's thoughts as the small party brought to mind the last Tree of Cheem they'd met, Jabe, but memory-Rose collected herself quickly and opened a dialogue with the group. It was clear that the tree's were surprised at the non-hostile reaction, and after a short time Rose's team had found out that the Tree's had only wanted to visit their ancestor's, unaware of humanity's explosive reactions to alien life and once Mickey managed to get Pete to calm down, they arranged for the Tree's to be escorted to a nature reserve before leaving the planet.

When they trudged back into their office back at the tower, memory-Rose noticed that almost every member of her team seemed anxious about the Director's reaction, and when they found him waiting for them they collectively held their breath.

"Protocol says you should never have removed your weapon from our guests today," Pete said, his voice soft but his eyes were hard and memory-Rose could see a little fear there.

"You were crazy and reckless but, somehow, almost mythically terrifying... Like the big bad wolf out of a fairtale," he muttered, shaking his head and the ambient temperature of the memory dropped to freezing as panic closed around memory-Rose's throat at Pete's words.

"Hey! That's cool! Bad Wolf..." One of the team said with a short laugh, and instantly the rest of them were laughing as well, having adopted the moniker in a heartbeat. Only Mickey stared at Rose with a look of shock that she was finding it all too easy to return.

' _Bad Wolf..._ '

' _I didn't know whether to be reassured or terrified... the first time Bad Wolf took me back to you, but it also ended up with you regenerating and the second time we landed on a beach, just images to each other and unable to so much as hold hands... hearing it again terrified me, and I tried everything to scrub that name from the records, but it stuck like glue.._.'

The Rose beside him pulled back a little then, slipping them out of the memory and the Doctor found himself back in the endless black space that should have been her mental hub.

' _Eventually Mickey suggested that, since nothing disastrous had happened, maybe it was just a clue that I was on the right track... I just had to hope he was right..._ '

The Doctor took a few moments to absorb her story so far, before breathing out a long sigh.

' _Why did you pull us out?_ ' he asked softly, head tipping in curiosity and Rose smiled gently.

' _There were a lot of missions like the Tree's of Cheem... tourists getting lost, or the odd non-terra asking for directions or a spare part for their ship, and sometimes for immigration rights... Pete had fun trying to get non-terra immigration past the President_ ,' she mused, her thoughts curling around him as she let her mind wander over the memories and flashes of them appeared around the Doctor as they crossed her thoughts before being set aside once more.

' _But we're not in here for me to show you my day to day life, we're here to show you the things I'm ashamed of... the things that I'm terrified you're going to run from and why I don't think I deserve to be back on the Tardis... at least, not while you don't know about them... it's like you've only invited half of me back because you don't know the rest..._ '

She could feel his incredulity at her words, could sense that he didn't think there was anything she could do that would revoke her invitation and she hoped that he was right, but Rose wasn't so sure.

' _You need me to see, to make a... a what? An informed decision?_ ' the Doctor asked softly, keeping his mental voice purposefully gentle despite the voice in the back of his head shouting that it was a ridiculous notion.

' _You didn't let Adam stay on board the Tardis after he made an idiot of himself,_ ' she pointed out and the Doctor let her feel his flash of frustration at the comparison.

' _Adam didn't save the world. Adam didn't sacrifice himself for other people. Adam, on his first trip, passed out, lost the Tardis key and abandoned you and me so that he could get rich on future knowledge, abusing the laws of time for his own gain... have you done any of that?_ ' he demanded, pulling back from her sharply when he felt her mind flinch at the pressure of his thoughts.

' _Maybe, maybe not_ ' Rose admitted a moment later when her headache eased slightly, and while the Doctor waited for her to explain, the blackness parted once more and they were deposited inside another memory.

* * *

"Sycorax..."

"Syc- Bloody hells, Rose, what're they doing here?" Mickey hissed as the two of them watched the familiar ship break through the atmosphere.

Memory-Rose didn't answer him, and turned away from the window quickly, marching through the corridors of Towchwood Tower and into Pete's office without waiting for an invitation.

"Christmas, about two years ago, did some scientist shoot a bloody probe up into space with human blood in it?" she demanded, and Pete quickly ended the phone call he was in the middle of before turning to face her.

"Why?"

"Because if he did, you're about to have anyone matching that blood type standing on top of the nearest tall building ready to throw themselves off, you're going to have every world leader calling and asking for an explanation and you cannot, under any circumstances, let fear dictate what we do next because it's all a fake... None of those people will jump."

' _You said this universe ran ahead of ours?_ ' the Doctor asked and the Rose beside him nodded.

' _Yeah, it took Mickey and me a while to figure it out... you weren't regenerating in London that Christmas... so they got the probe, but there was nothing here to give them a reason to invade_ ,' Rose explained softly as Pete began to question memory-Rose's information, ' _but Alien Outreach had been trading for better technology and advanced space travel for about a year, Torchwood has a couple of space ships that can get people running about our solar system quickly enough, and it started drawing the attention of some not-so-friendly species_.'

"You're not right all the time Rose!" Pete finally yelled, drawing their attention back to the memory, "you're not on your world anymore, this is different. These creatures might be different. Their technology might be different. Blood control might be able to make people kill themselves here and you won't know until you make the wrong decision!"

"You're not listening to me... the science is the same, survival instincts are too strong for blood control to overcome... you cannot hypnotise someone to death!"

"Pete," Mickey cut in softly when the Director moved to continue the argument, "She's not led you wrong yet... you've gotta start trusting her-"

"She's not the Doctor, no matter how much she tries to be," Pete growled, glaring at the pair of them but memory-Rose looked as though he'd smacked her and the pain suddenly crashing through the memory made the Doctor hiss and tense as Pete ordered Rose and Mickey back to their department until Alien Outreach was needed for negotiations.

The pair walked back to their department, and slipped into Rose's office without speaking to the rest of the team, but neither one spoke until Rose had activated her privacy field.

"Maybe he's right, Mickey, maybe-"

"Look, babe, don't doubt yourself now, alright? The Doctor never doubted you and you've not been wrong yet... until you are, don't start second guessing yourself," Mickey reassured her gently and memory-Rose offered him a sad smile as the Doctor felt her gather her thoughts.

"Okay... lets play this out... they used the blood control, and then they wanted to speak to the Earth's leader, yeah?" she asked and Mickey nodded.

"And then they sensed the Tardis, or something, and sucked us onboard-"

"Right, but there's no Tardis, so the highest authority on the planet is probably gonna be us, Alien Outreach, because we handle non-terra negotiations."

"We know the blood control's a bluff, but it's not like we can challenge the Sycorax to a sword fight," Mickey said with a sigh and memory-Rose was beginning to frown as she ran through her memory looking for something they could use.

"I'm not the Doctor," she breathed suddenly, and Mickey frowned, clearly seeming to think she was doubting herself again, but memory-Rose cut him off before he could speak, "No, listen... I'm _not_ the Doctor... I can't wrap that whip around my arm and take it away from them, and I can't challenge them to a sword fight for the planet, and I can't regrow limbs..."

As she spoke her eyes widened and she looked like she was about to throw up when she moaned softly, "Bloody hell, Mickey... I'm Harriet Jones..." she whispered, eyes filling with fear and it took Mickey a moment to realise what Rose meant, while the blonde pressed her hands against her mouth as though she wished she could take the words back.

Before either of them could gather their thoughts, there was a knock on her door and Rose deactivated the privacy filter, tucking it back into her desk draw before motioning for Mickey to answer the second knock.

"Rose..."

Pete stepped into her office and the Doctor could feel her mind brace itself for a fight.

"No," memory-Rose said quickly and Pete blinked at her in surprise.

"We need trained negotiators to-"

"Not a single one of my team is stepping on board that ship, do you understand?" she asked, her voice was quiet and yet the sudden silence from beyond the door suggested that her whole department had heard the words, and Pete's shoulders tensed.

"You-"

"Send someone else, the translation software will let them speak with the Sycorax."

It was all she offered the man in front of her, and he glanced at Mickey for help, but the young man stayed silent, backing memory-Rose and with a quick shake of his head Pete stepped out of her office and both Mickey and memory-Rose followed him.

"Are any of you going to follow my orders?" Pete demanded, and while the silence was awkward, no one moved.

"If any of you think I'm wrong, please go ahead and help the Director negotiate, but you'll also have to request to be reassigned to a different department," Rose said gently, "It's not a punishment, it's just that I need all of you to trust that I know what I'm doing and if you can't then we're going to clash out in the field, you all know how bad that can be so... Is anyone here willing to help the Director negotiate with the Sycorax, against my express recommendation?" memory-Rose asked.

If the Doctor hadn't been so intrinsically linked to her thoughts and emotions, he would never have known from the look on her face and the tone of her voice that she was feeling sick with nerves, and that her mind was bubbling with a blend of horror at what she thought she was going to have to do and fear that he would never forgive her for it.

None of her team volunteered to help Pete, and the man left in spluttering fury that, under other circumstances, would have been funny and her team kept their eyes on her.

"All right then, let's move... Mickey, Sara I'll need a secure connection to command ops so we can see what's going on as it happens, I can still hope the negotiations will work even if I don't believe it... Jake, Danny, I need both of you to help me get access into the Tri-beam mainframe... just in case," she promised and after a single glance between the two men, they agreed.

"Leo, Melissa, I want you on standby in the med centre," she finished and the last of her team left the room to carry out her instructions.

A screen flickered to life, a live broadcast from the Torchwood members who had been transported to the ship and the remaining members of Bad Wolf team watched as events played out.

When the Sycorax demanded Earth's surrender, the Torchwood employee's called their bluff. They knew the blood control wouldn't work. When the Sycorax said they would take the planet by force, Torchwood claimed that they wouldn't allow it. When one of the team advanced on the Sycorax leader, the whip lashed out and that's when Rose reacted.

Mickey had hacked her into the ships transport functions, and she reversed the last command, sending the Torchwood personnel still on the ship back to the command centre, and a moment later she stepped over to the bank of three computers that Jake and Danny were manning. Each of them had logged into two of the three required systems for the Tri-beam weapon that Torchwood had scavenged, and with only a seconds hesitation Rose logged into the third mainframe.

It was then that she hesitated, her fingers hovering over the keyboard as terror gripped her mind.

"Rose," Mickey murmured softly, over her shoulder, "you've gotta decide now, security's on it's way and the Sycorax weapons are powering up..."

Memory-Rose took a single shuddering breath before hitting enter, and turning her eyes to the news feed on another screen, shaking her head as the ship was blown apart above London, burning debris scattering across the city. There was no fall through the atmosphere to turn the parts to ash this time and memory-Rose shook her head.

"He'll understand," Mickey offered gently, and Rose swallowed hard against the nausea and shame struggling to overpower her.

"Maybe... but I don't know that he'll forgive me," she returned before stepping away from the computer, hands raised in surrender, as Torchwood Security swarmed her office and the four of them were promptly arrested.


	24. Prison Break

**A/N:**

We're heading into the realms of Human Nature/Family of Blood now people! The overwhelming vote a few chapters back was for a completely new story and so, my darlings, that is what you shall get! Enjoy!

* * *

She'd held out until the end of the memory, forcing herself not to hide anything, but her fear of the Doctor's rejection and the shame at her own actions made her mind recoil. If he was going to hate her, or condemn her actions, then Rose knew she wouldn't survive it if she was able to feel that radiating out from the Doctor's mind, and her defences snapped into place in reaction to her mental alarms, shoving the Doctor out.

Rose knew he could get back in if he wanted but he'd sensed her rapidly rising panic so let her mind push him out without a fight, and the Doctor disconnected from her thoughts a moment later. He lasted almost a full second, once they were settled back into their own heads, before he gently grasped Rose's shaking form, drawing her into his arms, her legs sprawled across his lap as he hugged her hard while her tenuous control shattered and she began to sob, her face hidden against his shoulder.

"I'm sorry, I'm so sorry, I didn't know what else to do-" Rose choked out, her fingers grasping at his shoulders as though she didn't know whether to hug him back, or push him away and the Doctor let his arms tighten around her, his hands stroking along her back soothingly as it occurred to him that the distraught woman in his arms might run.

That she might run without him...

Suddenly her own fears clicked into place in his mind and he understood her reluctance to tell him about their time apart. He understood her reluctance to be in a position where anyone, who wasn't there, could judge her decisions. She had been too ashamed to share, no matter how much she trusted him, and the Doctor could more than relate to that feeling. It was how he felt about the things he'd been forced into during the Time War.

No one who hadn't been presence could judge his actions, and by the same token, no one who wasn't there could judge Rose's decisions, but somehow she seemed to think he could, or would.  
The decisions she'd made, and the ones he'd had to make in the Time War really had no level of comparison, but Rose wasn't a warrior, she wasn't built for that kind of weight. She was the light that stopped him from making those kinds of choices, that forced him to find another way and bearing the guilt of the Sycorax's deaths had been crushing her.

"There was nothing else you could have done," he promised into her ear, her frame shuddering while her sobs softened slightly as she tried to focus on his words through her tears, "Honestly, there was no other-"

"But... Harriet-" she choked out, cutting him off and the Doctor pulled back just enough to see her tear streaked features, and her fingers tightened around his arms in response. He could almost taste her panic as he moved back from her and the Doctor let one hand grasp her shoulder firmly, his touch reassuring Rose long enough for him to gently slide his other hand along her jaw and lift her chin until he could meet her eyes, still shimmering with liquid pain.

"They were leaving. We'd won that day, Rose... but I promise you, no human, no matter how strong, could win a sword fight against a Sycorax Battle Master."

Her tears were slowing, but she still looked scared and the Doctor couldn't stand that, so gently guided her back against him, her face pressing against his neck like a child instead of the strong capable woman he could already see she's grown into and the Doctor prepared himself to just hold her for as long as she needed.

"I wish you'd never had to make a choice like that, but I can't see that you had any other way," he whispered against her hair, "to keep your people safe, the planet safe, even yourself... they reduced you to one option. It was a terrible option, but they left you no choice."

Rose's frame relaxed slowly, slumping against the Doctor while her breath caught in her throat as simply let herself cry and slowly the Doctor guided them both to lay back across the soft flooring, leaving the emotionally drained blonde stretched out across his body, her fingers clinging to him as though she expected him to disintegrate beneath her.  
With one arm curled around her back to hug her and keep her in place, the Doctor let the long fingers of his free hand stroke slowly through her hair. It wasn't long before he felt her body grow heavy, and the tension leaked out of her with each pass of his fingers through her hair while her mind sank into a light and uneasy sleep.

With his fingertips so close to her temples the Doctor could feel the soft movement of her thoughts with each brush of his hand through the silky locks of golden hair, even as she slipped into a deeper state of unconsciousness. Her mind was too exhausted to provide her with dreams, and while he avoided delving into her mind the Doctor let himself continue stroking her hair as he considered her, frankly exceptional, mental strength.

He knew that there had to be more to her memories, they'd barely scratched the surface, only just passing beyond the first year of her time in the parallel universe, but a whole year out of three and a half, even skipping the day-to-day mundane, was more than he'd expected her to get through with only a basic knowledge of telepathy.

The potential for her mental development was extensive, and he couldn't quite suppress the thrill of excitement at the possibilities that presented, but there was still a part of her that thought he was going to leave her behind and run across the stars without her hand in his.

That doubt and insecurity about how much he valued her presence was his fault, the Doctor knew that, but he also couldn't figure out the best way to go about reassuring her. At least not without revealing far of his own feelings than he was ready to admit to.

He wanted, desperately, to pull her into his own head. To show her just how intrinsically she was woven through his very being. To prove, to this amazing human being, exactly what she meant without being forced to admit to anything aloud, but he also knew that the full weight of his mind would crush her.

No matter how strong a telepath Rose was, her mind was still only human, and a human mind didn't have any hope of comprehending the sheer quantity of thoughts that a Gallifreyan mind could process.

All he could do, he knew, was prove that her fears were entirely unfounded every single moment of every day. Her hand was going to stay in his, and he silently promised both Rose and himself that he wouldn't leave her behind. Not again, not for anything, and with that vow spinning around his own mind, colouring every thought, he let his eyes settle on the star-scape, provided by the Tardis, swirling above him while the soft blonde human in his arms slept.

* * *

Six hours of dreamless sleep and stargazing for Rose and the Doctor respectively, three showers spread across the inhabitants of the Tardis and a shared lunch in the galley followed by an especially bumpy Tardis ride, designed specifically to pull delighted laughter from a rather specific blonde, found the Doctor, Rose and Martha stepping out of the playful time ship and onto a brand new planet.

When the Doctor had sensed Rose's slowly rising to consciousness, he'd delighted in watching the micro-expressions that shimmered across her unguarded features. When Rose's eyes slowly fluttered open and she realised that she was still cradled gently against the Doctor, a dark pink blush spread quickly across her cheeks and pulled a tender smile across the Time Lord's face, even as he let her pull away without complaint, despite the itch in his palms that insisted he tug the woman back down and kiss her until that same blush became a flush that spread further than her cheeks.

He understood though. He easily recognised the need to withdraw after opening up your worst memories for someone, and the telepathy made her revelations that much more personal. As Rose has so spectacularly noticed, there was no hiding things while he had been connected to her mind so he'd let her stammer out an apology and walk away without asking questions or begging her to stay and talk. He bottled his curiosity over lunch and purposefully pulled Rose into a casual conversation about atmospheric compositions and when Martha had appeared he launched into the story of Shakespeare and the Carrionites.

Gradually, Rose began to relax and the Doctor had watched the tension in her frame gradually dissipate when she realised he wasn't going to pester her for more answers until she was ready. As soon as his two companions finished their food, the Doctor bounced his way into the control room in search of a new adventure. Staying intentionally giddy wasn't difficult after being mentally entwined with Rose Tyler only a several hours previously, and that was how they found themselves exiting the Tardis into a lush jungle-like environment.

"Korovan Penitentiary," the Doctor informed the two women as they moved ahead of him to get out of the Tardis and onto the surface of a new planet. They had stepped from the cool interior of the timeship and into a solid wall of tropical heat that brought the two women to a quick stop as they took a moment to adjust to the sudden temperature change, and the thick humidity in the air, while the Doctor pulled the Tardis doors firmly closed behind him.

"Where is it?" Martha asked, her breathing a little heavy as her inefficient human lungs struggled with the wet air surrounding them, her eyes already glancing around the lush green forest encircling them on all sides and the Doctor smiled.

"Technically, it's the whole planet, but the actual prison building is about a mile in that direction, and spans three levels beneath the planet surface," he announced cheerfully and pointing directly ahead of them into what looked like an unending expanse of vegetation.

"Why are we here?" Rose asked, eyes sparkling with a playful look of suspicion that made the Doctor shrug nonchalantly, even as he entangled his fingers with hers absent-mindedly. When he registered what he'd done he hoped she wouldn't pull back, but the way her fingers tightened around his own shattered his fears and made him smile as he chirped out an answer.

"No idea! But... the Tardis seems to think it's important."

"The whole planet is a prison? It's a prison planet?" Martha asked sounding more than a little worried and he shot her a reassuring grin.

"The universe gets bigger, and so do the criminals... Nothing to worry about, though, there's no recorded escapes from Korovan so we'll just take a wander over to the surface level facility and see if there's anything they need help with," he reassured gently, and Martha blew out a breath of relief and frustration.

"Alright, if you say so," she agreed lightly, shrugging one shoulder and the three of them started to move as one through the tropical underbrush, in companionable silence. As they walked Rose and Martha focused on soaking in the beautiful flora surrounding them, their heads turning towards every brightly coloured flower or whipping around to catch sight of a butterfly as it drifted past.

While the two women giggled and pointed out various flora and fauna to each other though, the Doctor was keeping an eye out for any of the more deadly animals that helped prevent the inmates of Korovan ever escaping the penitentiary proper. It was only because he had been watching and listening so carefully for the infamous deadly wildlife that the planet was known for that he overheard the whispered voices on the air and felt panic grip at his hearts, pulling him to a dead stop.

"Mother-of-mine... can you smell it?"

"Smell what, Son-of-mine?"

"Son-of-mine is right, Wife-of-mine-"

"A Time Lord! Mother-of-mine, Father-of-mine-"

"Calm yourself, Daughter-of-mine, a Time Lord is prey like no other, with their life force Son-of-mine could live forever. All of us could live forever..."

"Then what are we waiting for, Father-of-mine?"

The Doctor had frozen at the hissed words, the sounds sibilant and almost too quiet to hear but Rose had noticed his quickly rising panic almost instantly, and with his fingers still tangled with hers Rose used her free hand to silently grab Martha's attention.

Barely daring to breath until they figured out what had the Time Lord so worried, the two women watched the fear splash itself across his features, their own adrenaline lighting up in response.

"Run," the Doctor hissed, torn between whispering to avoid further detection and shouting the order, "back to the Tardis. Run, now. Do not look back," he forced out, pushing Martha and Rose ahead of him quickly and placing himself between the two women and their pursuers.

He could hear the crows of excitement from behind them as the creatures smelt his panic and his concern, and with his hands pressed firmly to the womens backs, he forced all three of them to put on an additional burst of speed as they ran full tilt back towards the Tardis.

Feeling the press of the Doctors long fingered hand against her spine, Rose pushed forward faster, forcing all the strength she had into the muscles in her legs and eating up the ground beneath her feet. She quickly outpaced Martha and hit the Tardis doors first, her body slamming against the wood hard and flinging them open wide for Martha and the Doctor to follow her inside.

The Doctor didn't have a chance to wonder how Rose had opened the doors without pulling out her key because just as she crossed the threshold, he could hear the unmistakable sound of a weapon powering up. Somewhere behind him a firearm of some kind had him in it's sights and the Doctor felt frustration bubbling up into his mind, evena s he shouted ahead for Martha to duck.

The young woman reacted without thought. Trusting his orders, trusting him, to keep her safe, Martha threw herself forward, her body low as the blast of green light flew over her head, hitting one of the Tardis coral supports instead. The sound and the heat above her drew a startled cry from the student doctor, and she stumbled through the Tardis doors, falling to her knees and scrabbling quickly to get out of the Doctor's way as he followed her inside.

A second shot flew into the ship, narrowly missing the console and Rose, before the Doctor was able to slam the ships doors closed but he didn't pause for breath. They weren't safe yet, and with that thought spinning around in his mind, the Doctor launched himself up the ramp and around the console, reading screens and flipping switches as needed.

As he moved around the central column the Doctor flung his mind against the Tardis', mentally berating her for leading him to Korovan. For placing him in the path of a Family of Blood.

' _What were you thinking? What possible reason could there be for me to come face to face with them? For placing Martha and Rose in their path?!_ ' the Doctor scolded, but the ship remained stoically silent against his mental recriminations.

He growled under his breath as they finally dematerialised, allowing him the chance to turn his panic-filled wild eyes on a still breathless, pair of companions. Their heartbeats were regulating, they were catching their breath, and the sound of the rotor was drawing slow but confident smiles on their faces as they prepared for the after-adventure laughter.

In short, they were beginning to relax and he couldn't let them.

"Did they see you?" he demanded sharply and both women froze, eyes widening in realisation as they studied him and found no trace of a smile. He wasn't laughing and therefore the imminent danger wasn't over, just yet.

"I... I don't know?" Martha stuttered, confused and shaken by his continued severity and the Doctor couldn't stop a frustrated frown creeping over his features, even as his mind reminded him that neither woman was aware of just how much danger they could all still be in.

"No," he growled, "I need to know, did they see you?"

"We were too busy running," Rose reminded him, her voice sharp with warning against his own tone and her glare telling him that she didn't appreciate his attitude and yet he couldn't spare a moment to modulate his behaviour and simply shook his head, hoping she'd understand. Moving around the console again he let his hands work almost on autopilot as he prepared the Tardis to begin jumping around time and space in a desperate attempt at throwing off the intergalactic blood hounds.

"This is important," he offered sharply, his explanation the only apology the two women were going to get as his fingers flipped switches and mashed down buttons, "did they see your faces?"

The Doctor watched his companions out of the corner of his eye as he spun a series of dials, absorbed the worried look they shared as he typed in some commands but a second later Martha shook her head and Rose shrugged before answering for them both.

"No... They can't have, neither of us looked back."

"Alright," he accepted, filling in the last in a series of jump co-ordinates that he hoped would be enough to shake the Family loose, "Hold on... off we go..." he muttered a warning and both women quickly found a section of the Tardis to cling too as she flew top speed through the deepest parts of the Time Vortex, groaning in complaint.

Hopping instantaneously around the galaxy to various points in space and time, would make it virtually impossible for anyone to follow him and yet, somehow, the Family were managing it. Shock and panic clawed at his mind, but the Doctor held them in check as he added a few more coordinates to the flight path but when it became obvious that the Tardis couldn't shake the Family for long he growled in pure frustration, slamming his hand down on the console.

The sudden outburst startled the woman, making them both jump but he ignored them as he glared at the Tardis screen, even as Rose approached him slowly.

"What's wrong?" she asked gently, but the Doctor didn't reply, letting his eyes slip closed for just a moment as he ran a hundred different plans through his head and discarded them, all the while mentally shouting at his beloved ship.

What had possessed the Tardis to land him in their path? he wondered once more, demanding answers and receiving nothing more than a groan of complaint about the long series of rapid jumps he was demanding from her.

' _You don't get any sympathy from me, this is all your fault_ ,' he threw at the timeship, and a moment later her complaints quietened.

"Doctor?" Rose asked again and the Doctor sighed, and opened his eyes once more. He could feel the concern in her own eyes, but he kept his focus on the readout the Tardis was supplying on the screen, even as he stepped back from it and ran both hands through his hair in utter frustration.

"They're following us," he admitted softly, glaring darkly at the screen and avoiding making eye contact with either of the woman now staring at him in shock.

"Well... how the hell are they doing that?" Martha demanded and he felt his eyebrows raise slightly in agreement with her outraged questions, "you've got a Time Machine!"

"Stolen technology," the Doctor explained, his voice quick and sharp as he continued to try and puzzle out an exit strategy that wouldn't put his companions in harms way, "They've got a Time Agent's vortex manipulator. They can follow us anywhere..." he froze in shock as his own words filtered back into his hears and he took another step away from the controls as the full extent of their situation finally began to sink in.

His eyes slowly widened with genuine shock as he repeated himself quietly, "They can follow us anywhere... right across the universe..." and with that, his eyes rose slightly to settle on the Chameleon Arch high above his head as a half formed plan began to solidify in his head.

"Doctor...?" Rose called gently, drawing his attention back to her and his eyes flickered down to land on her own golden brown orbs filled with worry and he knew, as though he were still connected to her glorious glowing mind, that her concern wasn't for her own safety. No, Rose Tyler was worried about him, the Tardis, even Martha, but almost never for herself and he suddenly found his mouth dry with nerves but his courage bolstered.

"They're never going to stop... not unless..." he glanced away from her, slowly finding the strength that he was going to need to go through with this plan. For just an instant he wondered what would have happened if Rose hadn't found him. If he'd been forced to give up his very identity and trust only in a woman he'd been travelling with for a fortnight or less but he shook the thoughts away with a shiver and focussed on the present.

He hadn't been particularly fond of any of the ideas his mind had supplied him with, but the Chameleon Arch was his least favoured option and yet it was potentially his only choice now. Following the instructions he quickly entered into her system, the Tardis continued jumping in a hopeless attempt at throwing off the Family of Blood. If they were lucky, though, it would give the Timeship and her inhabitants just enough distance from their hunters for the Doctor to enact his plan.

They couldn't shake them, but they could get just a little bit of time and that would have to be enough.

"You both trust me, yes?" the Doctor asked, suddenly needing their reassurances running through his mind.

"Of course we do," Martha answered quickly, and Rose didn't even waste her breath responding simply slipping her hand into his and the Doctor forced himself to meet both pairs of worried eyes staring at him.

"Everything's going to depend on you two now," he warned, his voice soft despite the urgent undertone and he watched as Martha frowned in confusion while Rose paled in fear before he stepped away from them and flipped a switch that lowered the Chameleon Arch down from the ceiling.

"Depend on us? What does?" Martha asked, "What do we need to do?"

"What is that?" Rose questioned, cutting to the heart of the matter instantly and the Doctor smothered a flinch as she found the single question he desperately wanted to put off answering for as long as possible. He was sure she was going to argue with him about this plan, but Rose had surprised him on board the cargo ship when he'd had to remagnetise the escape pod and he hoped she surprise him again.

"You're going to need to protect this watch," the Doctor explained, choosing to focus on Martha's questions for the moment. Bending as he spoke, he pulled a simple silver pocket watch out from under the console, it's outer cover etched with spiralling Gallifreyan script and spinning to face them the Doctor let the watch fall from him fingers to hang by it's chain in front of the two women.

Only after making sure they both took a good long look at it did the Time Lord turn sharply and push the silver time piece into a slot on the Arch, continuing his explanation without looking at Martha or Rose, checking over the device in an attempt to avoid spotting the concern he knew must be building in their eyes once more.

"You need to keep it safe because this watch... This watch is me."

"Right," Martha said, nodding, but she hesitated a moment later and shook her head instead, "no... sorry... completely lost... how is that watch you?" she questioned, and he could heard the confusion in her voice but it was Rose's suspicious silence that worried him the most.

"Those creatures, they're called the Family of Blood... they're hunters, the best trackers in the universe and they can sniff out anyone... and what with me being a Time Lord, well... I'm unique," he explained quickly, turning to enter some specific parameters into the Chameleon Arch's setup.

"With the Vortex Manipulator thrown in, they can track you down anywhere, anywhen, throughout all of time and space," Rose concluded quickly, and despite everything else a flash of thrilled pride bubbled away in the Doctor's chest.

"So what is that thing?" Rose asked again, nodding towards the Chameleon Arch and the silver pocket watch, her hands grasping the edge of the Tardis console allowing her to casually lean closer as she watched him work, but the Doctor could see her knuckles turning white as she hid her building anxiety in a pair of tightly grasped hands.

"Blimey... so what's the good news?" Martha asked, and he took a moment to shoot her a wry grin, absurdly grateful that he had given him another moment or two to avoid answering Rose's questions about the device hanging beside him.

"What makes you think there is any?" he offered lightly, only to shake his head and let him grin disappear when Martha's eyes widened and the blood drained from her face, "They're like mayflies; Short lives. They'll die soon so all we have to do is hide... Three months, maybe? Wait for them to die out..." he explained but Martha didn't look reassured and Rose had an eyebrow raised as though waiting for the rest of the information and just for a moment he wished she didn't know him well enough to expect it.

"But you just said they can track you and follow us anywhere!" Martha exclaimed and the Doctor nodded, still feeling Rose's gaze as she tracked his erratic movements around the console room.

"They can smell me, but they haven't seen me... or you, and that's why I have to use this," he explained, reluctantly turning to the Chameleon Arch and hesitating long enough the Rose straightened in response and moved to his side. Her hand slipped gently into his and she quietly repeated her question for the third time, and after struggling to swallow, his throat painfully dry, the Doctor forced himself to give her an answer.

"What is this?"

"It's called the Chameleon Arch... and I never thought I'd use it. All the times I've wondered, but I never thought..." the slight squeeze of Rose fingers around his didn't reassure him this time, but he gripped hard at her hand all the same as he took a precious moment to stare at the watch hanging from the front of the Arch and shivered.

It had only been a few hours since he promised himself that he wouldn't leave Rose again, not for anything, and he was already breaking that vow. Sort of.

"What does it do?" Martha asked, her voice drawing his eyes to her still worried features and forcing him to take a deep bracing breath before answering.

"It rewrites my biology... literally changes every single cell in my body and I've set it to human," he explained and he felt Rose jerk in surprise beside him. Whether it was the familiar words he'd once used to describe regeneration, or the species he'd set the Chameleon Arch to, he didn't know but there was no way he could make himself turn to look at her in an attempt to find out.

"It'll tuck away everything that makes me a Time Lord, locking it away inside the pocket watch, and that's why you have to keep it safe."

The Doctor didn't know what he might see in Rose's eyes and, more importantly he didn't quite know what he wanted to see so he forced himself to ignore her reaction and move on, releasing her hand and continuing to adjust the controls around the Tardis console, adding more jump points to stay ahead of the family and tweaking the setting for the Arch.

"The Tardis will take care of everything. She'll invent a life story for me, find me an appropriate planet, time, setting and integrate me... but she can't do the same for the two of you so you'll have to improvise. You'll need to stay close, I should have just enough residual awareness to let you both in... to trust you."

"Hang on," Martha cut in quickly as he moved from one control panel to the next, "If you're gonna rewrite every cell, isn't it gonna hurt?" she demanded, one hand on her hip and he froze before forcing his eyes to lift from the Tardis control and meet the scared brown eyes of his newest companion.

"Oh yeah, it hurts..." he murmured and that seemed to be the last straw for Rose as she spun on her heels and moved towards the Tardis corridor.

"Rose?" Martha called after her, surprised at her sudden departure and the blonde barely slowed as she glanced over her shoulder at the both of them.

"I'm assuming the Tardis will lay out appropriate clothing for the time period we're landing in," she explained, her voice tightly controlled and the Doctor forced himself to nod when no sound escaped his throat. He recognised the woman walking out of the control room from her memories. This was Torchwood Rose. Rose on a mission, and her whole frame thrummed with tightly controlled tension that he hated himself for putting there.

"Right, well I'll go and pack us some bags then," Rose added once she'd got the Doctor's confirmation, and turning back to the corridor she quickly disappeared down the hall, leaving Martha and the Doctor staring after her.

"Umm..."

"Right... well, look... think you can help her?" the Doctor asked Martha softy, rubbing a hand across the back of his neck nervously and hoping to sidetrack the multitude of questions Rose's quick departure had brought to the young medical students mind. It took a moment, but the steel like resolve he'd first seen at London's Royal Hope Hospital quickly reared it's head and Martha nodded firmly. She placed a single reassuring hand on his arm before quickly moving to follow after the blonde and with a deep breath and a long sigh the Doctor quickly sat down to record a few guidelines for the two women.

"Is this working?" he muttered, tapping the Tardis monitor until her lights flickered and he leant back with a sigh, "Alright... Martha, Rose, before I change here's a list of instructions for when I'm human..."

* * *

"Rose!" the blonde heard Martha call for her and she slowed her pace slightly to let the woman catch up, trusting the Tardis to lead Martha along the shortest route.

"Hey," the medical student said as she dropped out of her jog to walk beside Rose, "you alright?"

Her affirmative response was so practised and ingrained that Rose didn't even register her own confident response until Martha's hand wrapped around her arm pulled her to a sharp stop.

"Really?" Martha demanded and Rose blinked at her for a moment, startled at the challenge but then sighed softly when she realised what she'd done. How quickly she'd slipped back into her role of 'Team Leader'. Always calm, collected and in control.

"I have to be alright," Rose admitted softly, "the Doctor's about to turn himself human... with a Tardis created back story. It sounds like he won't know who we are or what he is and on top of that we don't even know where we're going... we could end up in the middle of world war one for gods sake! We might not even end up on Earth and he won't even look at me!"

Gradually Rose's explanation had shifted into a low growl of frustration, her eyes growing darker as she spoke and her fingers curling into clenched fists but Martha had no idea what to say that might make Rose feel better so he stayed silent and simply let her new friend rant quietly.

Rose's flash of anger dissipated as quickly as it had built though, and a moment later her hands relaxed and she let loose a deep sigh, her shoulders slumping, "I'm sorry, I just... I just found him again, and now..."

She shook her head with another sigh and Martha watched Rose almost physically set her concerns aside and redirect her mind away from maybe's and what if's.

"Come on, let's see what the Tardis has packed. Hopefully we'll get some clues there about where we're gonna end up, and then get back to the console room before he comes up with any other insane schemes."

"Don't you trust the Tardis to put us somewhere safe?" Martha asked as they began moving through the hallways again, this time side by side, but her question made Rose frown down at her feet as they walked.

"It's not that I don't trust her, I do... It's just that I don't understand her motivation this time."

"What do you mean?"

"Well... the Tardis never seems to do things for no reason... but this time she's placed the Doctor in the path of some pretty relentless hunters." Rose tried to explain, keeping her speech slow as she tried to describe the usual behaviour of the sentient space time ship.

"It's a move that's forcing him into using that Chameleon Arch thing and that'll leave him as a human, defenceless, with no real memories and only you and me to protect him from the rest of the universe... but I can't see why. It's not like there was anything we did or needed to do on Korovan that would justify placing the Doctor in this kind of danger, and that worries me..." Rose admitted softly, "she won't have put the Doctor in danger for no reason, so I can only assume that the reason was to get him to use the Arch... I just can't figure out why."

Martha didn't have an answer for Rose and a moment later the Tardis gave them the door to the wardrobe room and the two women stepped into the room together. Several shelves parted for them and revealed a long table stacked with three piles of clothes, bags and basic travel supplies.

"Alright then, let's have a look," Rose muttered as she stepped up to the first pile and began shifting through the stack of clothes, "these are Martha's?" she asked aloud, and the lights flickered a 'yes' response that drew a soft smile to Martha's face as she stepped up tot he pile Rose had been looking through.

"How could you tell?" she asked and Rose pulled out a long white shift dress, pointing out the single green crescent moon on the breast.

"Universal symbol for hospital, so you're some kind of medical staff... also means that we're not on Earth, or at least not until after we discover deep space travel," Rose explained patiently, her hands and eyes shifting through the rest of the clothing and supplies before nodding, "the rest is pretty basic casual wear and travel supplies."

Three was also a medical kit and a shoulder bag for Martha to pack her belongings into which she started to work on while Rose moved onto the next pile of items that were clearly meant to be the Doctor's.

Mens suits and trousers met Rose's questing hands, but the shirts weren't the stiff button downs that the Doctor favoured, instead they were cut loose and were a lightweight material that reminded her of linen. There wasn't a hint of brown in this new wardrobe either, only light grey's and white.

"I think it's going to be somewhere hot, based on the fabric's she's giving the Doctor," Rose told Martha, before quickly folding the clothes and tucking them into the slim suitcase along with books on alien languages, several blank journals and some writing supplies.

Moving onto the last stack of supplies, Rose felt her blood freeze as she laid eyes on the achingly familiar military training gear that the time ship had laid out.

There was a lot of black. Cargo pants and unmarked polo neck jumpers, but there was also a couple of sets in camouflage green. As she reluctantly folded them into the large rucksack, Rose found her fingers fumbling when they brushed across a leather jacket that reminded her a little too much of her first Doctor, despite the obviously feminine cut of the one laid out for her.

Her casual clothes were simple cut slacks and loose tops in muted tones, but it was the material that drew her attention. Strong and durable between her fingers, the fabric, whatever it was, seemed to be designed to hold up against a lot of wear and tear and the concern eating away at the back of her mind about where they were going to end up began to grow as she sighed and tried not to worry about the kind of environment that would require the supplies the Tardis had supplied them with.

It was only when she'd packed away the clothes, leaving a single set out to change into, that Rose spotted the last two items on the table and promptly dropped the heavy combat boots she was holding on the floor with a resounding bang that made Martha jump and spin, a curse on her lips.

"Rose?" Martha asked a moment later, a hand pressed against her chest in an attempt to slow her racing heart, but the blonde hadn't reacted to the noise or Martha's shout of surprise and the medical student moved to stand beside her, a worried frown creeping over her features.

She stopped abruptly beside Rose when she followed the other womans line of sight, only to spot a gun sitting in a waist holster on the table in front of them, her jaw falling open as she realised what had surprised the blonde.

"But... I thought... no weapons on the Tardis... right?"

"Yeah..." Rose croaked, her hands shaking slightly. She couldn't explain to Martha why the ship providing her with a weapon had terrified her so much, so Rose didn't try elaborating, simple leaning forward and sliding the gun off the table, revealing the last item to Martha who nudged her with one elbow.

"What's that?"

"It's..." Rose hesitated, picking up a small leather flip wallet, like the one that held the Doctor's psychic paper, only this one had something else inside, "It look like my Torchwood ID," Rose finished slowly, her voice soft as Martha frowned.

"What's Torchwood?"

"I'll tell you later, promise," Rose muttered, reluctantly shoving the duplicate ID into a pocket on her trousers, and Martha stepped away with a nod to change into a set of the clothes from her own pile and leaving a shaken Rose change in privacy. Rose found herself dressing quickly, but her hands hesitated to clip the gun around her hips, and after a moments consideration, and a pointed mental prod towards the Tardis she shoved it into her rucksack instead.

It didn't take them long to get changed and they were just picking up their packed bags and sharing splitting the Doctor's between them when agony filled screams echoed through the Tardis and the two women froze, eyes wide as she stared at each other in shared shock and horror.

"He wouldn't-" Martha gasped, and Rose swore violently, knowing that sending them away was exactly what the stupid alien would do and she was running from the wardrobe room before Martha could react.

It didn't take her more than a few seconds to realise that the Tardis wasn't leading her back to the console room, and when he Doctor started sobbing in agony Rose couldn't stop her own tears spilling down her cheeks in response while she threw herself at one of the Tardis walls, yelling for the time ship to let her into the console room. Anger and frustration and pain all spilled out of her mind towards the Tardis and the lights in the hall lowered and the Tardis' touch against her mind carried a heavy feeling of sorrow and apology but the entrance to the console room never appeared.

Not even when the Doctor's screams finally fell silent and Rose stood shivering with her back pressed against the blank wall, tears drying slowly against her cheeks until Martha found her.

"Is he-"

"I don't know," Rose answered quickly, shrugging a despondent shoulder, "the Tardis wouldn't let me..."

Her voice trailed off as the ship gave a familiar thump that signified a landing, and slowly a doorway appeared beside the two women, the flights fading until Rose and Martha were left standing in the dark. The only light, now, was coming from the main console and with a single shared glance both women picked up their bags and stepped cautiously into the room and made their way over to the Doctor.

He was lying prone on the cold metal floor, the Chameleon Arch still attached to his head, but Rose was relieved to note the steady rise and fall of his chest. Martha knelt beside him and began checking him over almost automatically. Unstrapping the Arch she carefully began checking his head of any injuries, gently moving along his neck and checking his pulse before jerking back in surprise.

"Bloody hell, it worked..." she muttered, pressing her hands to his chest and shaking her head in startled amazement, "only one heart-"

' _I'm sorry, I know you're probably furious with me for locking you out, but you don't have time to be,_ ' came the Doctor's voice and Martha glanced up to see Rose had hit a flashing button on the console which had started a video that the Doctor had, apparently, recorded for them.

' _I'll only be unconscious for about ten minutes, so if the Tardis supplied clothes to change me into you'll need to do that before I wake up... I've recorded a list of instructions, but you won't have time right now so you'll have to listen to them later. The Tardis will only be on emergency power and wont be able to lock her doors, your Tardis Keys will still work though, so make sure you secure her once we leave and, most importantly, protect that watch_.'

He heaved a sigh, glancing away from the Camera and Martha took his momentary pause to unclip the pocket watch from the Arch and move to stand beside Rose, slipping the timepiece into her hand gently as the message continued playing.

' _Everything that I am is locked inside it. If the watch is lost, then so is the Doctor... There's a slight perception filter around it, so human-me won't see it and open it accidentally, but I'd feel better knowing one of you had it with you._ '

The Doctor paused once more before nodding to himself and heaving one last sigh, ' _right, that's it... everything else is in the other video, but since we're short on time you'll have to come back to the Tardis once we're settled into... wherever we're landing. Martha... Rose... Thank you_ ,' he offered with a weak smile before leaning forward and shutting off the video, his image freezing and Martha glanced sideways at Rose only to find the other womans features closed off and hard like they'd been carved from granite.

"Right then, help me change him; He's a dead weight when he's unconscious," the blonde said after a moment and Martha blinked in surprise.

"You alright?" she asked, surprised by Rose's lack of reaction after finding her in tears in the hallway and Rose shook her head, her features still unmoving and her voice oddly steady.

"Not in the slightest, but I can have a good cry later... those creatures saw the brown suit so we need to change him," she explained and after a brief moment of concern Martha nodded and helped Rose redress the unconscious man before dragging him outside the eerily silent space time ship.

* * *

His head was pounding.

That was the first thought that passed through his mind and he cautiously blinked his eyes open, only to be faced with the frowning features of both Martha and Rose.

"What... happened?"

The pair of them shared a look of concern but didn't answer even as they helped him sit up slightly from his prone position on the ground. A matter of moments and he found himself sitting on a patch of moss with his back against a large tree, Martha kneeling beside him and Rose standing on the well worn dirt road, shifting her weight from one foot to the other as she frowned down at him with her arms crossed, stretching her leather jacket tight across her shoulders.

"What do you remember?" Rose asked, instead of answering his question and after a quick glance at Martha's expectant expression, he frowned and cast his mind back, the pounding in his head increasing as he wrangled with his memory.

"We were all travelling together... I've got that new job at Alpha base and..."

"Alright, first things first," Martha interrupted when she spotted his pained wince, her eyes on his expressions like a hawk and he found himself swallowing hard under her scrutiny, "Let's check for a concussion; How many fingers am I holding up?"

"Three... two... four... three again," he answered quickly as she changed her displayed digits and the young woman smiled.

"Alright, and now your name?" she asked.

"John Smith," came the swift response and slowly the throbbing against his skull began to recede.

"And do you remember who we are?"

"Martha Jones, we met on the shuttle down to the planet surface, you're training to become... a doctor, wasn't it?" he asked and Martha nodded looking pleased and so he et himself relax slightly before turning his eyes on the other woman still standing a short distance away.

"Captain Rose Tyler, you've been assigned as my portection officer from Torchwood... have to say, you're not doing a great job so far," he joked lightly and the woman froze for a moment, her expression startled before it slipped into a frown.

"Well, I didn't expect to have to protect you from tripping over a root and smashing your head against the ground," the blonde growled and John swallowed his amusement at the unexpectedly aggressive reaction, his eyes widening in surprise.

"Rose..." Martha said simply, a low warning in her tone that made the blonde sigh and drop her arms to her sides as she paced a few steps down the road, her back to the pair and, John assumed, her eyes scanning the treeline for any threats.

Martha turned back to him and offered a gentle smile, "She was worried about you," the medical student explained and Johnc leared his throat a little before shaking his still muzzy head, not entirely sure what to make of her words.

"Well... uh, look... do I pass inspection? We can't sit around here all day, the natives are more likely to attack after dark so we need to reach Alpha base before moonrise," he said and Martha seemed to blink at him, startled, before shaking herself and nodding.

"Sure, yes... no concussion," she told him, quickly rising to her feet and offering a hand to pull him to his feet where John swayed for a moment before getting his balance.

"Alpha base, it's East, yeah?" Rose called over her shoulder, her eyes foxed on the road and John raised an eyebrow as he and Martha slowly made their way to her side.

"Yes... but shouldn't you know that?" he asked, "didn't Torchwood give you directions?"

Rose turned to stare at him, her features unmoving, and yet something made him think his words had surprised her. Despite the increasing awkwardness he held her honey brown gaze until Martha cleared her throat and Rose's eyes shifted to the other woman before shaking her head.

"Just making sure your heads still in the game, Mr Smith-"

"Professor," he corrected, intentionally wanting to draw a reaction from the blonde and her puzzled confusion made him grin in triumph.

"Sorry?"

"I'm a professor of linguistics," he explained, his grin easing into a soft smile as he clarified, "Professor Smith."

"Right, 'course..." Rose said softly before shaking her head and glancing along the road they were standing beside in both directions before she started walking along the hard dirt track, forcing both Martha and John to move quickly to catch her up.

"Are you sure we're going the right way?" Martha asked quietly and Rose shot the woman a soft smile, one that John instantly wanted aimed in his direction.

"Positive," Rose reassured the young medical student gently, and with her quick assurance Martha fell silent.

The professor watched the two women as they walked, a small frown beginning to gather around the corners of his eyes as he studied them and his fuzzy memories slowly began to solidify. He was sure he remembered them both getting along splendidly during the shuttle ride into the planets atmosphere, but now there seemed to be a lingering tension hovering around them both and John wondered, briefly, if the two had argued while he'd been unconscious.

Maybe that was why Captain Tyler seemed so sensitive to his teasing about her protection being lacking. His memory supplied the sound of her laughter from the shuttle rise, a disconcerting fluttering started up in his stomach and pulled a grimace onto his features.

There would be no crushes developing in relation to his body guard, he mentally scolded himself, it was just asking for trouble.

Luckily, Martha chose that moment to pull herself out of her own thoughts and pull John into conversation, distracting him with a kind smile and easy conversation.

"So... did I ask you what you'd been sent down here for?" Martha asked, seeming nervous, "This jungle doesn't seem as though it'd have much use for a Professor of Linguistics."

"Oh, it was a fascinating job offer," John said cheerfully, thrilled to have a captive audience as his eyes sparkled, "You see, when the Torchwood Archive attempted to set up a human colony, on what they thought was an uninhabited world, they stumbled across a native people who seem to live quite harmoniously with the abundance of deadly wildlife on this planet."

"Of course," he continued, flinging an arm out to indicate the barren dirt road they were walking on, "digging up all that nature didn't sit too well with the natives and they went on the offensive. Torchwood says they declared all out war, but objectively they were defending their home."

He spotted Rose shooting him several curious glances over her shoulder, and he forced himself to ignore her as he continued to fill in the young trainee doctor on the planet's recent history, "So the Torchwood Archive have flown me in on an express shuttle to work as an interpreter! You can't negotiate a peace treaty or a cease fire if you can't understand each other, can you?"

He wasn't anticipating a response to his, mostly, rhetorical question but Rose made a soft sound of surprise and he realised that at some point she'd dropped back to walk beside him, sandwiching him between the two women.

"How are you work as an interpreter, if both sides are attacking each other? she asked, but professor Smith just shrugged lightly.

"I won't know for sure until we reach Alpha camp, of course, but from what I understand the natives have split into a couple of factions. One of them has attempted communication. Failed communication, but they've been delivering scrolls of writings on dried leaves so I'll at least have a sample of the language to work with."

"The other faction has continued to be openly hostile, which is why they needed a new interpreter... with a body guard," the professor added, a wry smile twisting his lips as he nodded towards Rose and she hummed softly, frowning slightly as she turned his words over in her head.

"What do you know about the natives?" Rose asked, and John shot her a puzzled look, studying her a moment before answering.

"You work for Torchwood..."

"True, but I'm not going to get briefed about the current situation until I'm on site, and until then I've still got to keep you alive," Rose explained quietly, her attention focused on the treeline either side of the dirt track that had been carved through the forest, "you said they were more likely to attack after dark?"

"Logically, yeah," John answered quickly, "there's been on direct attacks on the base recently, but scout teams sent out at night are still frequently going missing, and the attacks on the logging outposts always happen after moonrise..." his voice trailed off slightly and he winced when both women turned to stare at him, Martha's eyebrows raised in surprise, and a light but amused grin dancing across Rose's features.

"I meant... what can you tell me about their physiology, their abilities, their weapons... but what you said... that's ... that sounds more like current movement information from an action report," Rose said suspiciously and John would have been more worried if she hadn't still been smirking at him, with laughter dancing behind her narrowed eyes.

John's hand found the back of his neck, and he rubbed at it awkwardly for a moment as he tried to wrack his brains for a way out of the hole he'd just dug, but Rose dissolved into laughter and the sound washed over him with feelings of relief and an odd sensation of satisfaction that he'd made her laugh, even if it was at his expense.

"You hacked Torchwood," she accused but it was the lack of any real condemnation in her voice and Martha's soft laughter joining in that had John Smith relaxing and his hand dropped to his side even as he felt his face flush with embarrassment.

"Well... they offered me the job, but I wasn't going to accept without knowing what I was getting myself into," he explained quietly, and the laughter surrounding him increased as Martha and Rose dissolved into giggles on either side of him while he watched, bemused.

It took a few minutes, but eventually their laughter subsided and Rose shook her head, still grinning.

"A professor of linguistics and a hacker, is there anything else I should know about you?" she asked, but John just shrugged, easily and grinning back at her.

"I guess you'll have to find out," he teased easily, stomach twisted when she blinked, startled, startled, but he felt oddly thrilled when Rose proceeded to blush lightly before turning her attention back to the road. He didn't know what it was, but something about Captain Tyler was drawing him in like a moth to a flame and despite the warnings in the back of his mind telling him he was walking dangerous ground, he couldn't find it in himself to mind.

"Alright, let's get a move on then," Rose said, clearing her throat slightly and changing the topic while Martha hid a fresh grin behind her hand, "If people are going missing after dark I definitely don't want to still be outside the base once the sun sets."

"A solid plan; Even if the natives aren't a threat, the wildlife on this planet is, by all accounts, pretty deadly," John added, and the trio sobered quickly at the reminder that there was more than one danger to being out in the open even with the gun that Rose had clipped around her hips while the Doctor had still be unconscious.

The longer they walked the darker the sky grew, and the darker it got the more worried both Martha and Rose became. It was nearly an hour before the path began a slow incline, seeming to curve up and around the side of a mountain that had been on their left for most of the journey.

The climbing and curving path led them away from the wide clear cut dirt track and into a rougher path with huge trees, reminiscent of the Amazon rainforest Rose remembered seeing in documentaries, towering above them on either side with large boulders and evidence of rock slides scattered between the gargantuan trunks.

It was another twenty minutes before they caught sight of Alpha base, it's walls had been built from the giant trees that made up the rest of the landscape, and Rose had to admit it blended in well. If it wasn't for the path leading directly to the two large doors, they may have walked right past it.

"Wow," Martha breathed, her steps faltering slightly as she stared up at the twenty foot high posts that made up with first line of defence for Alpha base, "When you said 'camp', this wasn't what I pictured..." she admitted softly.

"You alright?" Rose asked quietly, but her question was interrupted by the doors cracking open and a small troop of armed soldiers began moving down the track towards them, weapons in hands and commands for the trio to stop being shouted ahead of the group.

The soldiers came to an abrupt halt and an older man stepped towards Rose, Martha and John Smith, scowling at them. He was tall and bulky with greying hair cropped close to his head and decked out in full military fatigues as he marched the short distance between his men and the newcomers.

"Identify yourselves!" he ordered, and while Rose wished she could deny it she responded instinctively to the familiar directive.

"Captain Rose Tyler, escorting professor John Smith and medical volunteer Martha Jones," she snapped back, her words short and sharp and an almost direct echo of the tone the officer across from her had used. Her sharp but familiar response had the soldiers behind the officer relaxing thought, so she kept her spine straight and refused to soften.

"Identification?" the lead officer demanded, hand outstretched, and Rose pulled the ID the Tardis had provided out of her pocket, handing it over calmly and raising an eyebrow impatiently. She could see Martha biting her lip out of the corner of her eye, but While the Doctor had said the Tardis couldn't provide them with a history, it appeared she could provide them with credentials and Rose trusted that the sentient ship had given her accurate identification.

"Protection detail for the new language expert?" he asked, his voice hard as he stared at Rose, "Isn't that a bit below your station, Captain?"

Rose let her eyes rake over the mans frame for a moment. His shoulders were a hard line, chin raised proudly. His medals pinned across the breast of his uniform spoke of bravery and a commitment to his career path and Rose gave a half nod before clasping her hands behind her back.

"It's not really your job to question my orders, Commander," she reminded gently, before softening the criticism by answering his question anyway, "I'm returning to duty after an injury. Bosses are easing me in gently."

When the man before her flushed slightly at being caught stepping across an unspoken line, Rose forced herself to offer him a smile, "I'm not here to replace you, Commander," she reassured easily, "I might outrank you, but this outpost is your job and keeping Professor Smith alive is mine," Rose added, breathing a mental sigh of relief when the Commander almost instantly relaxed at her explanation. He gave her one last look of consideration before nodding sharply and accepting her olive branch, returning her Id and keeping his hand extended to shake hers in greeting, the soldiers behind him taking that as their cue to redirect their weapons onto the treeline instead of the three travellers.

"Commander Steve Boughton, Ma'am, a pleasure to have you here," he introduced himself before turning to Martha and John. "We can always use more medical volunteers, Miss Jones, and Mr Smith... we've al been waiting on your arrival," the Commander said, a relieved grin on his features and he shook the mans hand.

"Professor. Professor Smith, and I'm happy to be here," John corrected with a smile, but the Commander was already shooting a sharp look up into the sky and grimacing.

"Come along then, the sun's on it's way down and that's when things get dicey around here. There's no point risking contact when there's a safe place to sleep not a hundred yards from where we stand," Commander Boughton announced before turning sharply and beginning to march back towards Alpha base, everything from his words to his actions implying that he expected them to follow.

Rose, Martha and John had to jog to catch up with his long strides, but as soon as they did the rest of the soldiers closed ranks behind them, escorting the three newcomers into Alpha base and only lowering their weapons once everyone was inside and the gates were closed and securely sealed behind them.

"Come on, I'll show you where you can sleep. Briefings can wait until tomorrow," Commander Boughton offered after sending his officers back to their posts, starting to move through the camp with confidence.

"This wasn't designed as a military barracks?" Rose asked, already knowing the answer as she studied the buildings they passed. Houses built for families and large buildings that had clearly been planned the house various businesses or supply public services.

"Good eye, Captain. No, this was supposed to be Civilian Outpost Three. One and Two are on the opposite side of this mountain, and were populated with workers and their families but by the time Three had been completed all out war had erupted between the natives and Torchwood employee's, so the higher ups sent us in instead of the fresh batch of civilians," the Commander explained, "Means my men have comfortable beds at night instead of the bunks they're used to though, so I can't complain, and once we got the walls up the outright attacks on the camp stopped."

"How long have you been here?" Martha asked, when she spotted how comfortable the man was navigating the winding streets.

"About six months or so. Our original linguist was trying his best by deciphering the war cries the natives shout, figuring they might have some meaning, but he didn't really make any headway until the natives split into two factions... Ah, here you are Miss Jones,"

They had come to a stop outside a large building with a set of external stairs that lead up to the first floor and the Commander offered Martha a soft smile that looked awkward on his battle worn features as she stared up at the building for a moment, openly apprehensive.

"The downstairs is the medical offices, and there's several rooms upstairs. If the door's open then the room's free, so just set yourself up in whichever one you'd rather. The key should be in the lock and tomorrow morning you'll just need to come downstairs and report to Doctor Leen," he explained kindly, and Martha nodded, swallowing hard as her fingers tightened around the handles of her bags.

"I'll come find you in the morning," Rose offered quietly as Commander Boughton marched off with John Smith following him quickly, and Martha nodded, shooting Rose a grateful look.

"Better hurry, or you'll lose him before we start," she teased, forcing herself to be brave and Rose shot Martha a quick grin before launching into a light run to catch up with the two men, reaching them just as they turned the corner of the next building over.

"-set you and Captain Tyler up with neighbouring cabins, since she'll be working closely with you. I assumed she wouldn't want to be too far from where you're sleeping, but having your own units will give you both some privacy," the Commander was explaining as Rose finally fell into step beside them.

"Much appreciated, Commander," Rose thanked him softly, and John nodded.

"I'm sure whatever you've assigned will be more than satisfactory," the professor agreed, an excited grin taking over his features as he practically spun in circles in an attempt to study his new surroundings with avid interest. Seeing the familiar look on the Doctor's face, when it wasn't really the Doctor, was harder than Rose had anticipated and she was beginning to realise just how long the next three months were going to be.

"Right then, here we are. Two neighbouring units all to your selves. I pointed out the communal dining room, but both of these units have their own showers so you can avoid the communal wash rooms if you want. Captain Tyler, I'll expect you in my office for a debriefing at 10am, get you up to speed on the current situation, and I'll have your predecessor's notes made available to you in the morning, professor Smith."

"Thank you, Commander Boughton," John offered, shaking the mans hand again and the officer nodded sharply to them both before marching off, leaving the pair standing outside, what Rose could only describe as, two small cabins made from a strange kind of metal she didn't recognise.

John shifted slightly and Rose let her eyes flick from the cabin's to the man standing beside her and smothered a sigh, wishing sharply for this human persona to be an act. For a tongue click and a wink to tell her that the Doctor was still there, but he just stared at her, bambi brown eyes fixed on her trustingly and Rose forced herself to smile.

"What time would you like to start work tomorrow, professor Smith?" Rose asked, and the man beside her blinked slowly as though she were speaking a language he'd never heard before.

"Oh... uh... around nine? Oh, no, you've got your debrief..."

"I'm sure I can come and find you afterwards, so long as I know where you're going to be," she reassured and John grinned.

"Alright then, nine A.M it is!" he agreed, grinning and Rose nodding, offering a small but genuine smile to the awkward professor.

"I'll be out here by half eight then," she teased, and his eyes started sparkling, forcing her to turn away sharply, shifting her rucksack higher onto her back before marching into the left hand cabin with a quick "have a good night," flung over over shoulder, leaving professor Smith to enter his cabin on his own.

* * *

 **A/N:**

Holy Christ on a Cracker! I don't have an excuse, this Chapter was just super difficult to force out. Most of it was fine, but there was some bits and pieces at the end that I needed to get right for the upcoming 2 or 3 chapters. I think the last 4,000 words have been rewritten at least a dozen times at this point. I hope you all enjoyed!


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